The Element of Perseverance (Venom Crossover)
by The Tales of Heroes
Summary: Manny has never really had any friends beside his mother and father who loved him with their heart and soul but what happens when that is taken away from you. Manny is broken and believes it would be best to live the rest of life alone but he bonds with a strange creature that grants him the ability to save Equestria from new enemies.
1. Prolouge

I was having a very bad day.

Even though Equestria was a very quiet place which is full of laughter and joy, for me it was just the complete opposite.

I woke to the sound of some rooster that decided to make my life miserable and more frustrating than ever. Allow me to introduce myself, Hi I am Manny and I am a regular earth pony with a chocolate brown skin tone, dark brown mane and tail also with the eyes of an emerald. I live in a cottage deep in the Everfree Forest where animals are my only friends to talk to, even though they can't give a proper response.

Nonetheless, I got myself out of bed and headed straight for the bathroom to get myself cleaned up. No matter how well I clean my mane, I still look like the same old ...me, even though I don't really get out much, I still manage to keep my same happy self intact.

I got myself cleaned up and looked at my reflection in the mirror.

"You sir, look depressing." I complimented myself and then headed towards the front door but not before I looked towards a family picture hanging on my wall and the letter underneath it.

My family was a very nerve-hitting topic to discuss because they were my whole world. My Mom's name was Elizabeth and my Dad's name was Ryan and they both were my everything because they cared for me and loved me with all their hearts and I gave them all my love as well but it didn't last forever.

Three years ago, a terrible storm decided to take out its frustration on Ponyville, Canterlot and The Everfree Forest and so I received a letter from my parents saying that they weren't gonna make it that night since they were in Canterlot and that I will see them in the morning so I went to bed knowing that they were safe for the night. That night however I had a strange dream, I was walking through the woods of some sorts and then the strangest happened, I wandered into an open field which lying upright in the center of it was a mirror.

I walked steadily towards the mirror, cautious of my surroundings in case anything wants to jump out at me, and stopped right in front of it but froze with shock and horror. The figure in the mirror was not me but it was a tall, black, and muscular figure with no fur but just skin, his face was extremely terrifying and his mouth was curved into a smile but with dozens if not hundreds if razor sharp teeth, his eyes were milky white that curved back into the forehead but the terrifying part of all was that he was standing on two legs instead of four.

The figure was at least seven feet tall in height and stared right into my eyes before grabbing me with both of its arms by the throat and saying, '_Find the cave, release me and discover the truth_!' I woke up that night in a shivering pool of cold sweat and in horror. The next day, I came downstairs expecting to see my parents but all I got was an empty downstairs with nopony in sight. I sighed and opened the door to be greeted by a letter that broke me literally.

_Dear Manny, son of Elizabeth and Ryan,_

_I am sorry but your parents did not survive the storm last night, the building in which they sheltering in collapsed on top of them and their bodies were never found. We will keep in touch with you until we find something, I apologize for the outcome of this problem._

_Sincerely, Flame Warrior_

I was broken that day but I knew that they couldn't be dead, they couldn't have left me like that ...no matter what.


	2. Chapter 1 Hidden Potential

I walked out the front door remembering the promise I made to myself three years ago, that I will find them no matter what it takes. I looked around to see if anything happened while I was asleep but found nothing out of the ordinary.

"Now if I am going to get the answers, I need to find this Flame Warrior pony, only he can give me the answers to my questions." I said to myself with confidence but was stupid not to check where I was stepping which was a broken wood plank.

I suddenly felt weightless as I fell toward the darkness beneath me and I saw the light above fade away until it was consumed by darkness.

"LAST TIME I CHECKED, I DIDN'T HAVE A HOLE UNDERNEATH THE PORCH!" I yelled as I fell into the unknown.

I suddenly hit a slope that slid me downwards and onto solid ground but not without the pain of course because hey what fun is something without a little bit of pain huh.

I rolled when I hit the flat surface and hit my head on a rock or something before coming to a stop. I groaned loudly and put my hoof on my head since it was spinning and making me see cupcakes with arms and legs dancing the hokey pokey.

I sat up very carefully and looked around which was nothing much except for the occasional rocks that sprouted out of the ground but it suddenly occurred to me that I shouldn't be able to see anything down here which means there must be-BOOM!

I was pulled out of my thoughts by the large explosion that happened in front of me, I got up and walked steadily towards the noise but then stopped abruptly when I heard hoofsteps running in my direction and it was coming straight towards me also the last I felt a heavy object slammed into my head and I was knocked unconscious.

I woke up to find myself strapped to a chair and two needles sticking in each of my legs, my legs were bound in an eagle-like position and was in a laboratory of some sort because of the books, potions and the surgery tools that were on the table beside me.

I tried to move but the bonds held me tight so I tried the most dumbest thing ever.

"Hello!?" I shouted while I was still trying to release myself but a laughing voice send a cold feeling through my spine.

"So you finally wake up, my subject." the voice said in a deep and raspy voice

"I AM NOT YOUR SUBJECT, LET ME GO!" I yelled at the mysterious voice

"I'm afraid I cannot do that because you are not just any subject but my test subject." the voice responded.

This got me worried because if I am a test subject then that means he will experiment on me with something.

"Now onto the experiment." the voice happily said

Before I could respond a clamp shot out of the table I was laying on and locked my mouth completely, I tried to yell but I couldn't move a muscle in my mouth at all.

"It's a shame how hard you try but-" the voice said but stopped as he stepped out of the shadows to reveal a figure so terrifying that I automatically knew that I was not going to be released anytime soon.

The figure was heavily muscular and stood on two legs that had feet the size of a wagon's wheel and arms as thick as tree trunks but the terrifying thing is that his body was like a walking skeleton but his flesh and skin was green and it steamed with ooze but then it dawned on me that the green ooze is acid. His face was extremely ugly but scary at the same time because of metal-looking crest on his head and the long rows of jagged metal teeth which could be hundreds if I had to take a guess.

The monster put his acidic hand next to my head and said, "You will never prevail." he finished his sentence.

He turned to the pouch of liquid that connected to the needles stuck in my legs and chanted something but whatever it was, it made the strange liquid start to flow through the tube and into my body through the needle.

The pain was nothing I ever felt before causing to squirmed and bucker in my prisoned state but it did no good at all as I could feel the substance changing me and hurting me at the same time.

The monster towered over me with a crooked smile and started to speak, "The substance that I am putting into you is Uranium Requiem which allows an organisms true potential to be discovered but my last test subject's potential was not great enough to satisfy the next step of my experiment but alas nobody has ever made it that far and it seems to me that you will join them in the afterlife as well."

I tried to free myself but it wasn't doing any good.

The monster smiled at my attempts to break free and said, "Since your not going to be alive any longer, I suppose I should tell you my name, the name is Quetzo." before walking out of the lab and shutting the door and it made a clicking noise.

I was finding it harder to breathe with every breath I took and my movements start to get sluggish and woozy. I could feel the substance coursing through my body as more of the Uranium stuff spread in my body and flowed through my veins and into my heart. I was shaking uncontrollably but I managed to get a glimpse at the pouch that held the Uranium thing but was surprised to find that it was finished. I was losing my mind and was about to give up but all of a sudden the pain stopped and I was left sweating and panting heavily.

"That has got to be the worst thing I ever felt." I said but then my eyes widened because I was talking.

I placed my hoof against my mouth but I heard a loud SNAP! and looked to where the noise came from and realised that I broke the strap that held my foreleg… with just a little pull. I stared at my hoof with wonder and looked to my left leg and pulled it, the outcome was remarkable, it snapped the strap in half like it was jello.

I freed myself and stumbled into a mirror in which I gasped at my reflection because I was the same except my legs and chest which was muscular and lean. I felt stronger, faster and more aware of my surroundings but the weird thing was that I felt very healthy.

I looked toward the door Quetzo escaped through and it made me very angry when I thought about his name and ran towards it but came to a stop when I looked to my left. There was a tunnel that led to a door that basked in the ghostly light, I looked at the door and then the front door and then let my curiosity get the best of me. I ran towards the door on the left and reached it in less than three seconds. Little did I know, everything was going to change as soon as I step through that door.


	3. Chapter 2 New Friends and New Enemies

I stopped at the front of the door and carefully opened it to reveal an isolated room with lights and wires scattered around the place.

I closed the door gently and looked around, "What is this place?" I ask myself

My eyes scoured over the room until I came across an unusually large canister with something moving inside it.

I moved towards the canister carefully and cautiously because if this was a trap, then I was going to die knowing that curiosity killed the cat.

I stopped in front of the canister and got a good look at what was moving about inside, it looked like a black, gooey blob that seems to live its life going back and forth in the canister. I got closer to the blob before it stopped moving and pushed itself in my direction as almost if it wanted to touch me.

Before I could decide my next move, the door I came through busted open and out came five ponies in highly advanced armor. They were all green and their eyes were a dark purple, all of them were unicorns and they seemed… possessed. Their armor was like a jumpsuit that covered their entire body except their head and it was the color light blue and neon orange.

The biggest of the five unicorns came forward and spoke in a cool but threatening tone, "Subject 458, you are to be put in your place, surrender peacefully or be eradicated from this world."

I blinked at this, especially since I had my own Subject number and everything, but that I had to either surrender or be eradicated which is a word I didn't even know existed but I guess it means destroyed.

"I cannot surrender to you, never have and never will." I said confidently as I took my battle stance which looked like a pony begging for mercy.

The leader gave no response but from his suit sprouted an energy cannon which fired an electric beam at me which hit me square in the chest and slammed me into the canister, and thanks to my clumsy self, I broke it.

The canister was sent flying into the wall where it broke in half and the blob was moving around the place unharmed.

Before I could do anything about that, the rest of the psychopathic unicorns sprouted energy cannons and began firing straight at me and I closed my eyes and held my hoof out instinctively but it never made contact with me at all. I opened my eyes and gasped loudly because my hoof was engulfed with the black blob and it created a huge shield in front of me which blocked the electrical beams from hitting me. My other hoof shot out a black tentacle which grabbed one of the unicorns and slammed it into the other two. The shield was disabled and I used my super strength to lift the broken canister in my hoof and threw it towards the leader who received my gift graciously with his skull with a loud CRACK!

The last unicorn was shaking with fear as he looked at me and fired an electrical beam at me, which made contact with my leg and busted it to the bone.

I cried out in pain but then the pain stopped abruptly which left me confused. I looked down at my leg and saw that the wound was regenerating more quicker than I realised because it only took a total of 4 seconds to heal the large gash in my leg. I moved it and surprised that I felt no pain at all, the unicorn prepared to fire another shot but the same black blob tentacle thing shot out of my leg and hit the unicorn unconscious.

I recoiled my leg in shock. "What happened to me?" I asked myself

A voice in my head suddenly responded, "_Hello Manny."_

I jumped at the voice in my head and ran into a wall in panic. I took a breath and calmed down, thinking that I was going crazy and I need to seek help immediately.

"_You are not going crazy, Manny." _ the voice in my head responded "_No hospital can help you because I am simply something that cannot be cured but the thing you don't realize is that you are the cure."_

I was literally about to freak out but then it dawned on me that this voice was the same I heard in my dream three years ago. This thing inside me was the voice of the figure that I saw in that mirror in that dream which was the night that my parents disappeared.

I calmed down and asked aloud, "Who are you exactly?"

The voice did not respond which got me worried that I asked a bad question so I decided that I should probably get out of this crazy lab.

I ran towards the door I should have gone through in the first place but luckily it was still intact. I push the door open a little too hard because it flew off the hinges and slammed in the door beyond it which also blew off the hinges. I stood there in shock and looked at myself fearfully wondering one question _How powerful am I now?_

As if hearing my thoughts, I got a response from the voice inside my head and it said, "_You have strength that rivals my own, you are capable of lifting a building with a little effort put into it."_

This got my attention as I walked out of the cave but this time I didn't arrive anywhere near my house because I was currently on a cliff edge overlooking a small town that is at least ten miles from where I am, it was nighttime.

I squinted at the village but my vision seemed to have been enhanced as well because I recognize the familiar Sugarcube Corner which meant I was looking at Ponyville, I looked over Ponyville and what I caught my eye was that Everfree Forest was beyond the town so that must mean...

"I am on the other side of Everfree Forest!" I shouted in shock as I sat down on my flank

"_Yes, we are." _The voice confirmed

I was getting tired of this voice in my head so I repeated my question, "Who are you?"

This time the voice responded differently because out of my chest came a slimy blob with the head of the terrifying figure I saw in my dream three years ago. It had the same milky white eyes curved into the back of its eyes and the same rows of hundreds of sharp teeth.

It looked at me and responded, "_I am Venom, I am inside you Manny. I can read your thoughts and see your memories and know everything you know. Whatever you see I see, Whatever you hear I hear and Whatever you eat…" _Venom got closer to my face "_I eat."_

I got a bad feeling about that last part so I asked another question, "How much do you know about Quetzo?"

Venom growled when I mentioned that name, "_He is a very dangerous being and mainly kept me hidden and gave me subjects to bond with but it never succeeded." _

Venom retreated back inside my body which creeped me out a lot but awakened a confusing question that has been in my mind.

" How come the bond between me and you worked?" I asked

"_You have an extraordinary extent of abilities but the one that made the bond successful was you Accelerated Healing Factor which heals any damage to your body 65 times faster than a regular mortal along with your abilities like super strength, super speed, enhanced senses but that is your abilities and I did not even show what I can give you." _Venom responded in a happy tone.

I was surprised at the healing part but confused on what Venom meant with 'the abilities he can give me.'

"What do you mean 'the abilities' you can give me? I asked

Instead of a response, the black substance starts to cover my entire body until I was standing seven feet tall on two legs, immensely muscular and had razor sharp teeth.

"WHOA WHAT THE-" I shouted out in shock as my new hands felt my head and body.

"_These are the abilities I have so basically the both of us together will equal instant victory over anyone who dares to challenge us." _Venom spoke with confidence

I felt a lot more stronger than before so then I looked towards the village and then at the moon which shone brightly in the dark sky.

I looked towards Ponyville and made up my mind, "How about we crash in at Ponyville tonight, buddy?" I suggested

"_Sounds good." _Venom replied in my mind

I wanted to test out my new body so I looked around the cliff for a way down but my new friend had other ideas.

"_Jump._" Venom simply said

I widened my milky eyes at this because it was a hundred foot drop in order to reach the ground and turn into a pancake.

"Are you crazy!?" I shouted at Venom "We're not going to survive that!"

"_You survived an electric wound to your leg which healed in less than four seconds, this is a piece of cake._" Venom responded

I took a deep breath and looked towards Ponyville, maybe having second thoughts about crashing in there for the night but then my parents came into my mind and my body happily responded by me jumping off the cliff.

I wanted to scream like a little filly but I had confidence blazing through my body as I approached the ground and when I did, I jumped with all my strength as soon as my feet touched the ground and shot into the sky like a pegasus. I jumped so high that I touched the clouds with my hands but then occurred to me that I was going to land smack in the middle of town.

I started to panic but once again, my new friend surprised me. From my back sprouted a pair of giant wings and Venom took control and flew me down behind a wagon which when I reappeared, I was back in my normal pony form.

"That was terrifying but I gotta admit, it felt good to have wings." I concluded

"_Yes it was Manny, you see that is just the tip of the iceberg, we can do so much more._" Venom responded

The more I thought I about my powers, the more I started to fear because I wonder how much did that Uranium Requiem change in me?

This ran through my head until I heard a crowd cheer in the building in front of me which made me realize why I did not see any ponies out here and it would explain why it is so quiet outside.

"_We should find out what is going on._" Venom suggested "_It can give us an idea of why everypony in Ponyville is gathered in one place and give us an idea of what we are up against._"

I had already walked and opened the door gently which was a tap of my leg against the door when Venom mentioned the 'what we are up against' part which made strike up another conversation with him as I dodged through the crowd of ponies.

"What do you mean 'what we are up against' huh?" I asked

"_When I was imprisoned in that dreadful laboratory, Quetzo talked about an organization that he designed himself to take down the most powerful beings on this planet using my enemies, he called this organization called RAGNAROK which consists of dreadful monsters, deadly criminals and murderers also other symbiotes like me who will stop at nothing to conquer this planet and overthrow the current leader also known as Princess Celestia._"

Now that was a mouthful of information to digest and process which meant I was up against something very powerful and could harm Equestria so this means that I will have to be the one to stand hoof to hoof with Quetzo and his goons.

"_Remember Manny, me and you together, we can overcome anything that stands in our path._" Venom assured me

I made it to the front of the crowd where there was a stage and a balcony above it with the curtains sealing whatever was on the other side of it.

I waited patiently for whatever the event that was going to take place, it was going to happen soon. I heard an exciting laugh to my right and saw a pink maned earth pony with the cutie mark of three balloons and a lavender unicorn with a baby dragon on her back and with the cutie mark of a pink star with five smaller stars around it. The pink maned earth pony was all cheerful and jumpy in what seems to be a conversation while the lavender unicorn looked very annoyed.

"_Everypony here seems awfully excited about this event but the lavender unicorn looks worried about something._" Venom comments

Now that Venom mentioned it, I see the unicorn gazing at the moon every once in a while which I found very strange and weird.

An old mare appears on the stage and the spotlight falls on her, who I believe her name was Mayor Mare, and she begins to speak, "Fillies and gentlecolts, as the mayor of Ponyville it is my great pleasure to announce the beginning of the Summer Sun Celebration."

Everypony cheers except for me but I had to blend in so I 'cheered' with them.

"So that's why everypony is here." I whispered quietly to myself

"_Yes indeed._" Venom agrees

"In just a few moments, our town will witness the magic of the sunrise and celebrate the longest day of the year." Mayor Mare continued

I suddenly received this feeling in the back of my head which made me turn my towards the moon, just in time to see a light flash emitted on it.

"Did you see that?" I asked Venom

"_Something is going to happen and whatever it is, it is not going to be good._" Venom responded with concern in his voice

Mayor Mare continued, "And now it is my greatest honor to introduce to you the ruler of our land, the very pony who gives us the Sun and the Moon each and every day, the good, the wise, the bringer of harmony to all of Equestria… Princess Celestia!"

Birds that were directed by a yellow pegasus began to sing and a purple maned white unicorn unveiled the curtains to reveal nothing.

Everypony gasped and began murmuring among each other as Mayor Mare calms down the crowd.

The hyper pink earth pony was jumping up and down saying that the Princess could be playing hide and seek.

But that hope was destroyed when the white unicorn mare reappeared on the balcony and announced, "She's gone." in a what seems to me a british accent.

Everypony was now on the verge of panic and I was thinking where the princess could be.

Suddenly the hyper pink pony screamed and everypony looked to what she was screaming at which was the balcony.

From the darkness behind the curtains came a starry cloud of smoke that solidified into a midnight black alicorn with the symbol of a crescent moon as her cutie mark.

Everypony gasped and shivered underneath her gaze as she gazed over the crowd of innocents.

"_I don't like this at all._" Venom said

"Obviously, this is something ponies don't see everyday." I responded

"_I am not talking about the midnight alicorn._" Venom clarified

Now this got me more confused but I zoned out too much because once I got back with reality, a cowgirl looking pony was restraining a rainbow maned pegasus from attacking the alicorn and the hyper pink pony was talking with her mouth full.

The midnight alicorn was talking to the white female unicorn, "Did you not see the signs?" she asked in a raspy voice

"I did." a voice responded and it belonged to the lavender unicorn as she stepped forward confidently "You're The Mare in The Moon, Nightmare Moon."

Everypony gasped fearfully at the name but unfortunately for me that name was not familiar, my parents told me peaceful stories at night.

Nightmare Moon looked surprised, "Wel well well, somepony has been studying, then you must know what I am here to do?" she asked the lavender unicorn

This time the lavender unicorn did not give a proper response because it went something like this, "You're here to… um."

Nightmare Moon laughed maniacally and she spoke, "As much as I would like to stick around and chat, I have a planet to put in eternal darkness FOREVER!"

Nightmare Moon laughed as her horn released a starry cloud of darkness that swirled into a tornado above her.

Mayor Mare pointed at her and shouted, "Seize her, only she knows where the princess is!"

Some pegasi in golden armor flew towards Nightmare Moon but she shouted, "STAND BACK YOU FOOLS!" and lightning shot out of the cloud and blasted the pegasi guards head on and they began to fall to the ground.

Venom and I got angry because not only this mare was evil but she hurt innocent civilians. I ran forward, extended my legs and decided to take matters into my own hooves. I jumped with incredible strength and speed and grabbed all three guards in midair from crashing to the ground, I gently set them down.

NIghtmare Moon looked at me with shock before she composed herself and asked, "Who are you?"

I confidently responded, "My name is Manny, and I would very much like you tell me where is the Princess or I'll use my powers to beat the answer out of you."

Everypony was staring at the standoff between me and Nightmare Moon with awestruck expressions but to my confusion, she started laughing.

"This is new, a hero standing against me huh, hahahahaha, I would love to deal with you but I have others who can do that." Nightmare Moon said and waved her hoof.

A portal opened from the ceiling and out dropped thirty of the technological armored unicorns but with helmets on, they created a barricade between me and Nightmare Moon and activated their energy cannons with targeting lasers pointing right at me.

"Now lets see how brave you are, hero." Nightmare Moon said in a cold tone.


	4. Chapter 3: Corruption

I honestly felt myself losing confidence and my willpower crumbling as I stared at the little army in front of me.

"_Now or Never, We must fight them, it is the only way to protect the innocents._" Venom said

I realised he was right but before I could make a move, one of the unicorns shouted at me a warning, "Surrender peacefully and everypony will get out of here alive or we do this the hard way which we kill all of you and leave."

Everypony was on the verge of screaming right now but the rainbow maned pegasus managed to free herself from the cowgirl pony's grip and she flew right to where I was and shouted, "Who are you and what did you to our Princess!"

My senses kicked in before I realised it and my body acted on its own. I grabbed the pegasus and tossed her out of the way in which she was shocked but just in time for her to avoid an electric beam that hit right where she was. The pegasus looked with shock after what just happened.

"_We must take on our true form, Manny._" Venom said

"ENOUGH!" Nightmare Moon shouted and a dark magical tentacle shot out and grabbed the unicorn right next to her by the throat, I realised that it was the unicorn that unveiled the curtains.

"I see that you will do anything to protect the innocents so how about this, you will surrender now or…" Nightmare Moon began choking the white unicorn in her magical grasp "she dies."

I looked at the white unicorn and my heart began to beat loudly because she was the most beautiful mare I ever saw. She had a perfect mane and tail that had a perfect purple color to it and her coat was a soft marshmallow white. Her eyes were a beautiful sapphire and her cutie mark were three blue diamonds.

Anger surged through me as she was finding it harder to breathe with every second that passes, I said only two words, "Do it."

The symbiote covered my body until I was standing seven feet tall, immensely muscular and had dozens of razor sharp teeth.

I looked directly at Nightmare Moon who was shocked at this transformation, shouted in a fearful tone, "ATTACK HIM!"

The unicorns were hesitant at first because of my scary appearance but when they saw my teeth, they opened fire.

The electric beams hit head on but my healing kicked in and repaired the damage quickly, Venom took over his form and extended his hand to grab a unicorn and slammed it into five others who crumbled on impact. One of the robotic suited unicorns shot out a canister of some sort but Venom grabbed it with his jaws and crushed it, releasing smoke that covered the place.

"WHERE IS IT!" one of the unicorns shouted

In reply, seven screams echoed the building along with another seven more after a few seconds.

A roar was heard in the commotion and the smoke cleared to reveal the fourteen cyber ponies stuck on a massive black web, all were unconscious.

The other fourteen unicorns were shaking in terror but they didn't look behind them because I was standing there in my regular pony form.

"Hello." I said and in response they turned around.

I shot my hoof out and a black tentacle shot out and grabbed one of the unicorns and started swinging him around the place, slamming him into the others and then tossing him at Nightmare Moon.

He slammed into Nightmare Moon which released her grip on the mare whose face was a deep blue. I ran up to her quickly and I guess Venom helped me with this part, I extended a black hand and rested it on the mare's cheek and pushed my healing powers into her and immediately the result was instant. Her face returned back to normal as did her breathing and she stared into my eyes as I stared into hers, I could feel my heart pounding as I saw her cheeks turned beet red. I could have done this forever but the midnight alicorn had to ruin it.

Nightmare Moon turned into a dark wisp of smoke and shot through the door and out into the night, I ran after her and thanks to my super-strength, I kept pace before she zipped off into the sky.

I was panting heavily as I stared off into the distance, trying to figure out where in the name of Equestria could she have gone.

"_She couldn't have gone far._" Venom spoke suddenly "_If I were her, then I would head for an abandoned structure somewhere in this same direction._"

I agreed with that started running in that direction even though I heard shouting from behind me, I ran through town and into The Everfree Forest which was now even more terrifying at night. I slowed down my pace to a jog and then to a walk because I need to hear everything that is around me.

Since we were going to be walking for awhile I decided to strike up a conversation with Venom, "How are you liking the new life that I am unwillingly giving you?"

"_The world is peaceful but it is too easy to disrupt and break its innocence._" Venom replies in an honest tone

"Thank you for being honest." I mumbled as I continued to walk through the forest until I came across a sudden increase in the size of trees in the area. The trees now suddenly have a creepy smile on them with the full scary eyes and everything on it and suddenly I could feel an emotion that I haven't felt before in a long time, that feeling was fear.

Visions started invading my head and it started to solidify into figures and those figures were my parents.

My mom had a purple coat with a white mane and her cutie mark were three dove feathers and a string, my dad had a blue coat with a yellow mane and his cutie mark was an open book with a feather for a pen.

"It's a good thing we left you, you weren't the child we wanted." My mother said

"Yes, you sorry excuse of a son could have saved us." My father said

This stung my heart and tears started to well up in my eyes but Venom's voice spoke in my mind, "_They are not real, remember your promise._"

That woke me from my trembling state and I faced my fake parents and said, "I made a promise and I intend to keep it."

They disappeared and everything returned back to normal with the same old grumpy looking trees.

I looked in the direction that I was walking in and realised it was going to be awhile before I reached where I needed to go.

"_You need assistance_?" Venom asked

I sighed in defeat and mumbled out a "yes."

"_Why didn't you say so_?" Venom replied

Venom transformed me into his scary biped form and we began jumping and running through the forest until we came across a river with a large serpent in it, crying his eyes out.

The serpent was as long as the width of the river and he was bawling out like a child who lost their lollipop.

We landed at the river and the serpent looked at us, screamed and prepared to swim away but I reverted back to my normal form and shouted, "IT'S OK, ITS OK!"

The serpent stared at me with shock and awe before asking me, "Who are you?"

"My name is Manny." I respond politely

"The name's Steven Magnet and I am hideous!" Steven wailed

That was something I wasn't expecting someone to say during an introduction so I decided to let explain that part, "How are you hideous, Steven?"

"THIS!" Steven shouted and pointed to his moustache or his half of a moustache.

I have to admit, it was hideous and horrible plus undignifying as well.

"_We need to keep moving._" Venom reminded him

I looked at Steven and said, "Even though you think your hideous, your not and like it or not you're still you, don't let anyone judge you because of your moustache."

Steven stared at me before smiling, "You know, your right! I can't let this little thing hold me back, thank you for talking some sense into me, Manny."

I waved my hoof dismissively, "I'm just doing my job."

"I also consider you a friend and any friend of mine gets to cross the river freely." Steven said with a smile and he extended his tail from my end of the river plus his head to the other side of the river, thus creating a bridge.

I smiled at this as I crossed over and reached the other side and turned to Steven and shouted, "THANK YOU!"

"ANYTIME!" Steven shouted back in response

I walked for a couple of minutes before Venom finally said something

"_Steven basically just needed some sense knocked into him_."

"Basically ya." I agreed "But everyone has to move on eventually, no matter what's holding them back." as I kept on walking through the forest

"_Somethings can blind organisms into believing that one thing can define who they are in the future_." Venom wisely said

"Hmm, never thought you'd be the one giving me the advice." I said with a smirk

"_I am as smart as I am scary._" Venom responded

"I'll take your word for it." I said deciding to leave it there and keep walking until an abandoned castle came into view.

"_Now that's what I'm talking about_." Venom said, happy that he hit the nail on the head.

I steadily walked towards the front doors of the castle and gently pushed them open to reveal an old throne room with cracked and brittle pieces concrete all over the place. The place was in a mess like literally because everything looked like it was centuries old.

"By the way and before I forget, do you have any weaknesses?" I asked curiously

"_Noise, very loud noises hurt me_." Venom responded

"A very weird and odd weakness." I commented as I walked forward

"_And fire… fire burns as it hurts_." Venom added

"Oh… ok." I answered as I came towards the center of the room

It wasn't much but there were five stones cycled in a circle like if they were expecting something or somepony.

"_Seems strange for something to be so obvious to our eyes, it's almost like if its_-" Venom started to say

Before he could finish his sentence, a bright light enveloped around me and I suddenly appeared in another room but only this time, somepony else was here with me.

I stood 10 feet away from Nightmare Moon who was staring down at me with an evil smirk on her face.

"_A trap_." Venom finished

"You really thought that I would let you activate the Elements of Harmony so easily, huh? Nightmare Moon said

"Uhh the what now?" I asked with confusion

"DON'T PLAY DUMB, YOU KNOW WHAT THEY ARE!" Nightmare Moon shouted at me

"Nnnnoooo, I do not." I responded with true honesty in my words

Nightmare Moon looked shocked at this but composed herself and said, "No matter, you won't live long enough to know what they are."

She shot a magical beam at me but thanks to my new strength and Venom's reflexes, I dodged it easily.

I shot out a black tentacle at her but she took flight into the air to avoid it and unleashed another beam, forcing me jump onto the wall behind me.

"_She has an advantage because of her wings, we need to disable them_." Venom said

I looked around and spotted all the rocks that are around me which puts a smile on my face, I am a very good thrower.

Using my super strength, I picked up a rock, double my size, with my teeth and threw it towards Nightmare Moon like it was a pebble. She ducked underneath it and used her magic to snag it and use its force to swing it towards me like a wrecking ball which I hit with… hard.

I was launched back and slammed into a wall, creating a huge dent in it. I shakily got back up and my healing factor repaired my injuries.

"Fine, we do this the old-fashioned way." I said facing Nightmare Moon

"_Yes, we can_." Venom agrees

"BRING IT ON, FOAL!" She shouted before flying straight at me with her horn glowing with energy.

I charged to meet her but before we collided, I jumped over her and out of my leg shot the tentacle which snagged her and I swung her into the wall which exploded with magical energy.

The dust cleared and Nightmare Moon got up with a murderous look on her face, she charged up her horn but I shot out a tentacle and covered her horn which prevented her from casting her spell but it meant we were now in a game of tug-of-war.

Nightmare Moon yelled in frustration as she flies backwards with her mighty strength and I pulled back with my impressive strength.

"_Let go, I want something to laugh at_." Venom said with a chuckle

That got me confused at first but then I realised what he meant and I chuckled at the thought, "Good idea."

I let go and Nightmare Moon went slamming into the wall again but this time because of her own force. Me and Venom laughed at the clumsiness of the alicorn but that was short lived since a magic blast from her forced us to dodge it.

I focused back on my opponent who unleashed a wave of magical beams at me which caused me to jump around the place like crazy and dodge at the same time.

"You are very interesting." Nightmare Moon said with curiosity "I've fought anypony with this much potential."

"It's because I'm different from others." I said as I landed my hooves back on solid ground

"It's very interesting, you seem to share your body with somepony else that gives you your abilities." Nightmare Moon observed

"That is true but I have enhanced powers myself, my friend shares the powers that he possesses with me." I explained but being aware of Nightmare Moon's moves

"_Don't give away my identity, Manny_." Venom warned

"I won't, buddy." I whispered

"Your lucky that you and that thing inside you get along well but blasted Luna won't surrender to who SHE REALLY IS!" Nightmare Moon shouted with frustration

I perked my ears at this statement and decided to get her to explain more.

"_Ask her, Luna_." Venom suggested

I took a deep breath and asked, "Who is Luna, exactly?"

Nightmare Moon looked at me with a glare but, lucky for me, explained, "Luna is Princess Celestia's sister which is something that everypony doesn't know but you are the first, anyway Celestia raised the sun in the day and Luna raised the moon in the night. The blasted ponies stayed awake during the day but slept during the night because they were afraid of the darkness so one night Luna refused to lower the moon and when she wouldn't budge, I arose and merged with her to become Nightmare Moon which was her dark aspect, but before we could do damage Celestia banished us to the moon."

I responded with one thing that made sense, "You corrupted her, it was your fault that she got sent to the moon." I said with anger in my voice

Nightmare Moon looked at me with an evil face, "Yes I did but the stubborn dear refuses to accept her true being and there is nothing you can do stop me."

I stepped forward and spoke confidently, "You judge a book from its cover too soon, nothing is impossible, no matter what it is and you are going to release Luna right here and right now."

Nightmare Moon was about to say something but her eyes were locked on something behind me.

I risked a quick look behind me expecting it to be a trick but I was surprised to see six mares standing right behind me.


	5. Chapter 4: Restoration

Behind me stood six mares and for some reason, I recognized them from the Summer Sun Celebration that went wrong. I recognized the lavender unicorn, the pink hyper earth pony, the rainbow maned pegasus, the orange cowgirl earth pony, the yellow coat-pink maned pegasus and the beautiful marshmallow unicorn.

"_What are they doing here, they're going to get killed_!" Venom yelled in my head

The girls were staring at me with wide eyes but I turned back around to look back Nightmare Moon who decided to attack me.

She charged me with her hooves prepared to smash me to smithereens but I got into a defensive position and Venom created a black shield in front of me. Nightmare Moon pounded the shield with her magic but the shield held and I raised my leg which Venom enveloped into a giant black hand. I grabbed a massive rock and threw it had Nightmare Moon who was forced to cancel her spell.

I retracted the shield and looked back at the girls who were still staring at me and it was starting to annoy me.

"I suppose you came to do something important and I'm pretty sure it is not to stare at me." I said in an irritated tone

The lavender unicorn snapped out of her gaze and said, "We are here to use The Elements of Harmony to vanquish Nightmare Moon."

I looked around and spotted the five rocks, I shot out a black tentacle to grab them and set them at their hooves, "You mean these?" I asked

"Yes, perfect! Now I just have to activate them!" The lavender unicorn exclaimed

"Well then do it already, Twilight!" The rainbow maned pegasus yelled

Lightning flashed and Nightmare Moon arose from the rubble with a murderous glare on her face.

"YOU ARE ALL GOING TO DIE!" She shouted with rage and her horn glowed with energy

I faced Nightmare Moon and yelled to the girls, "Do your thing, I'll buy you time!"

The marshmallow unicorn suddenly shouted, "NO, YOU'LL DIE!"

I let Venom transform me into our biped form and faced her with a smile, "_Don't worry, I fought her once already, time for round 2_."

She stared at me with shock as did the other mares, I turned to face Nightmare Moon who quivered a little at my sudden transformation but regained her confidence, created a dark tornado and spun it towards me but Venom's fighting skills kicked in and we slammed our fists into the ground, making a shockwave in front of us which cancelled the tornado.

Nightmare Moon flies into the air and charges us but when I tried to dodge, Venom ignored my movement and charged to meet her just to get slammed in the chest and into the wall. I shook off the damage and mentally growled at what had just happened but forgot it when I saw Nightmare Moon charged the girls, I jumped and tackled Nightmare Moon with both my hands in a choke-hold while the mare named Twilight was saying something that I couldn't make out because I was busy restraining Nightmare Moon.

Suddenly, all six mares rose into the air each glowing with a powerful white light, let out a huge rainbow blast and enveloped Nightmare Moon and blasted me back, returning me back to my normal state.

The blast seemed to be working but Nightmare Moon was slowly rising from the rainbow bubble and glaring at the mares before charging her horn with magic, the mares began snapping out of their trances and fell back to the ground before looking at Nightmare Moon in fear.

"I… I don't understand, why didn't the elements work?!" Twilight said in shock

Nightmare Moon laughed at this and said, "I AM BEYOND THE POWER OF THE ELEMENTS!"

I slowly rose off the ground and got onto my hooves, I suddenly felt a strange power emit from my chest and a white glow radiated off of me.

"_There is a new power coursing through you, embrace it_." Venom ordered

The mares and the alicorn looked at me with wide eyes and shock, Nightmare Moon asked in a fearful tone, "Who are you?"

I looked directly into her eyes and said, "I am Manny and I am the Element of Perseverance." before a blue light shot out through my eyes and hit Nightmare Moon and the last thing I heard was the midnight alicorn's scream of defeat before passing out.

...

"_Wake up, Manny_!" Venom yelled in my mind

I opened my eyes to reveal that I was laying on the ground and I could hear the girls celebrating.

I got up and looked at them but they didn't notice me yet because they were admiring their new jewelry.

"It looks lovely." The pink-maned pegasus complimented the white unicorn as she wags her flank and it seems to be that she is showing off her tail. The rainbow-maned pegasus and the orange earth pony were talking and gossiping and other things. The pink maned earth pony was jumping up and down happily and talking a lot as well and Twilight was smiling at her new crown. I smiled at the outcome of this fight and I walked towards the door to take my leave and that was when a voice called out to me shouting, "WAIT!"

I turned around to see Twilight trotting towards me and asked, "Who are you?"

"The name's Manny." I responded

"Well nice to meet you Manny, I am Twilight Sparkle and this is Pinkie Pie, Rainbow Dash, Applejack, Fluttershy and Rarity." Twilight introduced

Rainbow Dash flew in front of me and started complimenting me, "THAT WAS SO COOL HOW YOU STOOD UP TO NIGHTMARE MOON AND STARTED BEATING HER UP LIKE CRAZY!"

"Ok ok calm down, please." I said with my ears flattened on my head

Twilight was about to ask me something before the sun rose and the night disappeared and a bright light entered the room before revealing to be… Princess Celestia!

Everypony including me bowed except for Twilight exclaimed, "Princess Celestia!" before running to her and embracing her.

"Twilight, my faithful student, I knew you could do it." Princess Celestia complimented Twilight

"But I thought it was just an old pony tale." Twilight said

I looked where Nightmare Moon was and was surprised to see another alicorn in her place but smaller. I ran over to her and got a better look at her, she was a midnight blue alicorn with a light blue mane and the cutie mark of a crescent moon.

"Princess Luna?" I asked hoping for my guess to be right

She looked at me with wide eyes, "How do you know who I am?" she asked

"I got Nightmare Moon to talk about herself but she gave me more reasons to put her down since she said she corrupted you." I explained

I offered my hoof to her and Princess Luna took it, I helped her up just in time to see Princess Celestia approach us.

I took a couple steps back as Princess Celestia approached Princess Luna.

"It has been a thousand years since I have seen you like this… time to put our differences behind us… we're meant to rule together, little sister." Princess Celestia said

"Sister?!" Everypony said except me

"Will you accept my friendship?" Princess Celestia asked Princess Luna

Everypony leaned forward except me but Pinkie leaned too much because she fell to the ground.

"I'm so sorry!" Princess Luna exclaimed "I missed you so much big sister!"

"I've missed you too!" Princess Celestia replied. Both Princesses were in tears as they embraced.

"_You better not cry on me, Manny_." Venom said to me in a serious tone

"I won't." I whispered

Now everypony was looking at me which I should have seen coming.

Twilight came forward, "How do you have powers like that, what was the two legged form and how are you so strong?" she asked in a rapid fire

I blinked and tried to figure out which question to answer but surprisingly Venom came to defense.

"_It's time I make my presence known_." Venom said

I took a deep breath and looked at my audience, "My friend can explain that."

Princess Celestia looked at me with curiosity, "What?" she asked

Out from my back this time, Venom appeared with his same scary face but still connected to my body.

All the girls screamed at this and hid behind the princesses who were shocked at the sudden appearance of Venom.

I looked at Venom's face, "You should put on a happy face, you know." I said

Venom looked at me now, "_This is always my face Manny, you should know that_." he said

Princess Celestia looked at Venom and asked, "Who are you?"

Venom faced her, "_I am Venom_." he replied

I looked at the girls who were still hiding behind the princess, "It's ok, he's friendly."

The girls shakily came out of their hiding spots and stared at Venom who gave them a toothy smile.

"_We will not hurt you_." Venom promised

Twilight looked at Venom and me in wonder but before she could say anything, Rainbow Dash beat her to it.

"So you got your powers from… Venom right?" Rainbow Dash asked

"Yes and no." I replied, now everypony looked at me curiosity

"Care to elaborate, partner." Applejack said

"Of course." I said and I told them about the cave I ran into, Quetzo experimenting on me, running into Venom, discovering RAGNAROK and testing out my own powers.

Everypony was silent for about ten seconds until Princess Celestia spoke, "How did the bond between you and Venom work?"

"_One of the abilities Manny received was an Accelerated Healing Factor that is now in his blood which lets him heal 65 percent faster than a regular mortal so when I entered his body, it healed faster than I could damage it before the bond took hold_." Venom explained

Everypony was now staring at me with wide eyes and open mouths until Pinkie Pie shouted, "THAT IS WHY RARITY DIDN'T DIE, YOU SAVED HER LIFE!"

I looked at Rarity who stared back into my eyes for awhile before blushing up a crimson storm on her face.

"_I don't know about you but I am getting hungry and I haven't eaten anything since I joined you Manny_." Venom said "_I need something to eat or the first thing I'm going to eat is your liver because it looks… delicious_." before going back into my body

I widened my eyes and stuttered out, "Ok.. oh dear… can we...hurry this up... Please?!"

Everypony laughed at this and Princess Celestia's horn glowed until we appeared back in the center of Ponyville where all the citizens came and cheered us for our victory over Nightmare Moon.

I faced the girls, "I'mgonnagofeedVenombeforehedevoursmealive." I rapidly said in a fast tone before taking off and going to Sugarcube Corner. Little did I know that the girls were now teasing Rarity.

_Third POV_

"Ya like him don't ya partner?" Applejack asked Rarity

"N..No, I barely know him!" Rarity said unaware that her cheeks were turning red as she glanced at Sugarcube Corner

"He did save your life." Fluttershy said in a quiet voice

"Are you sure about not having a crush on him, Rarity because the way you're looking at him right now is a dreamy face you have there!" Pinkie Pie shouted while jumping up and down

The girls look to see Rarity staring at Manny with tomato cheeks as he came back from Sugarcube Corner.

_Manny's POV_

I quickly hustled into Sugarcube Corner and went straight to the counter where Mrs Cake was waiting for me who was smiling at me as I approached.

"Hello Manny, what can I get you?" she asked in a polite tone

"_A vanilla and chocolate cupcake with sprinkles_." Venom said with hunger in his voice

"I would like a vanilla and chocolate cupcake with sprinkles, please." I ordered

"Coming right up!" Mrs Cake said in a cheerful tone and she went to the kitchen to make my request

I walked over to a table and sat down there patiently waiting as I looked out the window, gazing at the crowd that surrounded Princess Celestia, Princess Luna and the girls but the crowd were a little wary of Princess Luna though because she was completely new to them. I decided to shift my gaze to the girls who were talking to Rarity whose cheeks were a beautiful blossoming red as she stared at me through the window with those beautiful twinkling eyes.

"_You like her, don't you_." Venom commented

"N-No I don't." I stammered out

"_Forget the cupcake, your liver smells more delicious_." Venom said in a deep and creepy voice

"OK ok, you win." I said in defeat

"_There's no use in denying it, I can sense your love for her and your feelings for her are over the moon_." Venom observed

"I hate you, you know that?" I said

"_I practically know everything you know_." Venom said

"Here you go, enjoy!" Mrs Cake said as she came to my table and placed the cupcake in front of me.

"It looks delicious! Thank you Mrs Cake!" I exclaimed as Mrs Cake gives me a smile before returning back to the front counter.

I took a bite into the cupcake and marvelled at the taste of it because the ingredients were perfectly blended in.

"_Mmmm this is delicious_." Venom commented

"I know right, this has got to be the best cupcake ever." I said as I finished off my yummy treat.

I got up from my table and look towards Mrs Cake, "Thank you for the snack!" I exclaimed

"Happy to help!" Mrs Cake shouted back as I exited the store and walked back to the girls who had smiles on their faces as I approached.

"What?" I asked

"Nothing nothing at all!" Pinkie Pie said in a cheerful tone

I looked at each of them suspiciously but shook it off when I looked at Twilight who looked extra happy.

"Why are you so happy? I asked

"Princess Celestia told me that I can continue my studies here in Ponyville instead of Canterlot so that means I get to stay here with all of you!" Twilight exclaimed

"YAY!" all the girls cheered as they embraced Twilight except me of course

"Hey, Manny." a voice called from behind me

I turned around to see Princess Luna looking at me with a shy expression

"I want to say Thank You for restoring me back to myself." Princess Luna said "I really appreciate it."

I bowed to her, "It was my pleasure milady, I swear on my life that I will protect you from Nightmare Moon and make sure you and your sister are never separated again." I vowed

Princess Luna looked shocked at this before she embraced me in a tightening hug, for an alicorn she can squeeze the life out of me with those hooves, thank my healing factor!

She released the embrace an she had tears in her eyes as she looked at me, "Thank you."

"No problem." I replied and faced Princess Celestia who smiled at my friendship with Luna, "You are a very interesting pony Manny, I hope to see you will live up to your word."

"Trust me, when I make promises, I always keep them." I assured her

"Good, farewell for now Manny." She said before she and Luna disappeared in a bright white light.

"Well that was something, partner." Applejack commented

"I meant every word in a promise." I said in a serious tone

"Well, I'm glad ya mean it." She said with a smile

Twilight spoke up and said, "Come on everypony, I am in the mood for a party."

"YAY A PARTY!" Pinkie Pie shouted as she joined the others as the girls walked towards the center of town leaving me behind.

"Guess it's back to the old and lonely days." I said to myself

"_Except you have me this time to keep you company_." Venom said

"Ya, I do." I said as I began to walk away but Rainbow Dash called out, "HEY MANNY, YOU COMING OR WHAT!?"

I looked back to see the girls staring at me with smiles on their faces.

"Are you sure?" I asked

"You're our friend Manny whether you like or not, now come on and join the fun!" Twilight said

"Ok then, let's go!" I exclaimed as I ran up to join them as we entered the center of town and joined the party.

"_I guess those days are over_." Venom concluded

"Yeah, they are." I said and looked towards Canterlot, "I will find you Mom and Dad, I promise."


	6. Chapter 5: The Ticket Master

The next day me, Twilight and Spike were helping out Applejack at Sweet Apple Acres with harvesting the apples. Yesterday turned out to be a turning point in my life as they would say and more importantly, me and Venom got along just fine.

"Ah bet we can get all these golden apples bah sundown and if we do, Bic Mac is going to town wearing a girdle!" Applejack said happily

"I appreciate that we are able to help, Applejack." Twilight said "I hope we finish before lunch." As if on cue, her stomach began to growl loudly.

She looked at Spike with a sheepish grin, "Haha." she laughed nervously

"Ya." Spike said from Twilight's back as he dug through apples in the baskets Twilight was carrying, "All this work is making me hungry." he said as he tossed an apple which bonked Twilight on the head which made her look at him irritably.

"How are you hungry when your not even doing anything?" I asked confusingly because I was carrying four baskets of apples due to my super-strength, two at my side and two on my back.

"Spike, you've been lounging on my back all day." Twilight agreed "It's almost lunchtime and you didn't do a thing!"

"Exactly, you guys have been taking so long that I missed snack time!" Spike exclaimed as he continued digging through the basket of apples.

"You need to work eventually Spike and let's get started by carrying a basket for me." I suggested

"_True, he could lose a few pounds_." Venom commented

"Not helping." I whispered in a scolding tone

"HAHA!" Spike shouted and his hand raised to reveal a plump and juicy red apple which made Twilight's mouth water.

"Oh Spike that looks delici-" Twilight started to say but Spike chomped down the apple and some of the apple slush splashed on Twilight.

"Spike!" She shouted but before Spike could respond, he covered his mouth and belched out a green plume of smoke.

I instinctively backed away because when there's smoke there's fire which is Venom's weakness.

"_Phew, that was close_." Venom said

The smoke made a little pop noise to reveal a scroll of some sort with a royal symbol on it.

"A letter from Princess Celestia!" Twilight exclaimed

Spike grabbed it and cleared his throat, "Ahem, Here ye, Here ye! Your grand royal highness, Princess Celestia, of Equestria is pleased to announce the Grand Galloping Gala to be held in the magnificent capital of Canterlot on the 21st day of ... yadda, yadda, yadda… cordially extends an invitation to Twilight Sparkle plus one guest!"

Both Applejack and Twilight gasped, "The Grand Galloping Gala!"

They both started jumping up and down repeating a term I am not familiar with, I am just standing there staring at them with a confused look on my face and Spike looked mildly annoyed and opened his mouth to comment but belched again to reveal two golden tickets.

"Look! Two Tickets!" he exclaimed

"Wow, I have never been to the Gala before, have you Spike?" Twilight asked

"No and I intend to keep it that way, I don't want none of that girly frou frou nonsense." Spike grumbled

"What is this Grand Galloping Gala anyway?" I asked

Both Applejack and Twilight gasped, "You never heard of the Gala?!"

I shook my head and Venom started speaking in my head, "_The more they explain it, the less likely I want to experience it, also you cramp yourself up in that house of yours so I wouldn't expect you to know 75% of everything out here_."

I ignored Venom's comment and focused on what Twilight was saying.

"The Grand Galloping Gala is an annual royal ball held to celebrate the completion of Canterlot after Equestria was founded, it is an honor to be invited there." Twilight explained

"I still don't want to attend it." Spike said crossing his arms

"Aw, come on Spike, a dance would be nice." Twilight said

"It's much more than that, Twilight." Applejack suddenly said, "If I had an apple stand hooked up there, ponies will line up along the street buying my delicious goodies and mah oh mah with all that money we could do a lot of shaping up around here. We can repair that old barn with a new one, for Big Mac we could replace that old plow and fix Granny's saggy old hip. Why, I'd give my hindleg to go to that Guala."

"Wow, quite a persuasive reason to go." I said

"Well in that case, would you like to-" Twilight began saying before my senses went off and I rushed towards Twilight and Applejack, jumped over them and caught Rainbow Dash before she could crash into them.

I gently set Rainbow Dash down and looked at her, "Be careful, please." I chided

Rainbow Dash got a faint blush on her cheeks but nodded in response and looked at Twilight.

"Are we talking about the Grand Galloping Gala!" Rainbow Dash exclaimed

"Rainbow Dash, you told me you were too busy to help me, were you spying on us?" Applejack questioned her seriously

Rainbow Dash shook her head, "I was busy… napping." A good excuse I thought to myself

"And I just happen to hear that you got an extra ticket?" Rainbow asked Twilight

"Umm ya but…" Twilight started to say before Rainbow Dash flew into the air happily before landing back on the ground.

"The Wonderbolts perform at the Gala every year…." Rainbow Dash started to explain her story while I decided to start a conversation with Spike.

"You're serious that you don't want to go to the Gala?" I asked him

Spike looked at me, "I'm serious, I don't want none of that girly stuff, what about you Manny?"

"I honestly wouldn't attend because it sounds to me that it's only fun if you have a date with somepony." I said

"Ya, I guess." Spike replied, I decided to throw a curveball at him (not an actual ball of course).

"Spike, if you had a chance to go, who would you ask to be your date?" I asked him

Spike looked with wide eyes and looked at the two tickets in his hand, "Well, if I had the chance to go then I would take…" He looked at Twilight and Applejack who were listening to Rainbow Dash's dream "I would take Rarity to the Gala." he finished with blushing cheeks

Wow, I wasn't expecting that answer at all because Rarity was the mare I developed feelings for too so that means it's going to be much more difficult for me to muster enough courage to ask her.

"_Oh ho, you have competition Manny_." Venom teased

"Why Rarity?" I asked Spike

Spike got a dreamy look in his eyes, "She is a beautiful mare I ever saw, she is just perfect." His eyes refocused on me before asking me, "What about you, who would you take?"

I owe Twilight for getting me out of that because she came over and said, "Come on Spike and Manny, let's get some lunch and don't worry girls I'll get back to you."

Spike whispered, "Tell me later." before hopping on Twilight's back as she walked to town and it got me thinking, will Spike hate me if I liked Rarity too?

"_That would be a yes_." Venom responded to my thoughts

"I hate you." I mumbled

_A couple minutes later_

We walked into town and keeping an eye out for anything to eat before Spike the ice-breaker broke the silence.

"So Twilight, who will you take to the Gala?" Spike asked

"I don't know but hopefully a full stomach can help me think better." Twilight replied

"I hope so because if you don't decide, your going to have a mental breakdown." I added

Twilight looked at me when I said that and smiled, "Don't worry Manny leave that to me, by the way, if you don't mind, I would like to do further research on your healing factor."

"Ya sure, no problem." I replied

"How's Venom doing?" Twilight asked completely out of nowhere

"_I am doing well but starting to get hungry_." Venom replied

"He said he's well except he's getting hungry." I replied with a shaky tone

"What's wrong, Manny?" Spike asked

"I don't want Venom devouring my organs faster than I could heal it." I said and both Twilight and Spike laughed at that.

"It'll be fine, don't worry." Twilight said "We should be close to a restau-" Before she could finish we were tackled by a pink blur that came out of Sugarcube Corner and ended up in the center of town.

I was the first to recover and saw that it was Pinkie Pie who slammed into us. The two Gala tickets fluttered down and rested on Pinkie's nose who woke up and started screaming.

"AHH BATS ON MY FACE AHHH! Wait are those tickets to the Grand Galloping Gala!" Pinkie Pie shouted with her eyes twinkling and she had a big smile on her face.

"_You might want to close your ears for this_." Venom recommended

I closed my ears and watched as Pinkie Pie's mouth moved and her jumping up and down the place. Twilight's expression convinced me that the song was very irritating to listen to and Spike was holding the tickets plus covering his ears.

When Pinkie Pie was finished with her song, she bounced up and down in front of Twilight, "Oh thank you Twilight, this is the best gift ever!" she said with a big smile on her face

"Oh my." a voice said behind me and Spike as we turned to see that it was Rarity who spoke.

"Are those what I think they are?" Rarity asked in wonder

"YES! Twilight's taking me to the Grand Galloping Gala in Canterlot!" Pinkie Pie exclaimed

"The Grand Galloping Gala, I design the emblems for it but never got the chance to attend. The society, the culture, the glamour, its where I truly belong and where I am destined to meet… him!" She said with her eyes twinkling

Now this grabbed my attention because I would be happy or perhaps overjoyed if she was referring to me as that somepony.

"_If it's not you, then I am going to laugh so hard that it will blow up your brain_." Venom chuckled in my mind which made me start praying to Princess Celestia that Rarity was talking about me.

"HIM!" Pinkie Pie exclaimed before she suddenly had a look of confusion appeared on her face "Who?"

"Him." Rarity said dreamily

"I would stroll into the Gala and everypony will wonder, who is that mysterious mare? The thing that they won't realize was that I was just a regular mare from little old Ponyville. I would be requested by Princess Celestia herself and the Princess would be so taken with the style and elegance that she will introduce me to Prince Blueblood, the most eligible and most handsome stallion in all of Equestria! We would share a dance on the royal floor and everypony will watch and then the Prince would ask for my hoof in marriage and of course I will say YES! We would have a royal wedding and our love will be inseparable and unbreakable." Rarity finished

My mind broke in half after what I just now heard and depression overcame my mind with one word repeating over and over… sadness.

"_HAHAHA! I TOLD YO-_" Venom started laughing but stopped when he sensed my emotions, "_Manny… are you alright_?" he asked with concern and seriousness in his tone

I didn't respond as I tried all my might to hold back tears and successfully did so plus managed to push away my negative thoughts.

Rarity was now in front of Twilight saying, "Twilight!, I simply cannot believe that you would invite Pinkie so she could party and keep me from meeting my true love! How could you?!" She then turned her back on Twilight with 'Huff.'

"_Manny, you must not give up_." Venom said

I decided to walk away from the conversation but not before I saw Fluttershy and her bunny holding the tickets which meant things were going to become even more difficult for Twilight so I decided that I wouldn't want any part in it. I walked through town until I arrived at the edge of Everfree Forest, staring at the trees before entering the forest.

"It's pointless Venom." I said in a shaky tone "She already has her crush and it's not me."

"_Just because Rarity has a crush on that Prince, doesn't mean that she loves him literally, she has to get to know him but you can change that Manny, all you have to do is trust me_." Venom said

"You sound like you like her too, huh?" I teased

"_Well… er… it's complicated but yes, I do like her as much as you do_." Venom gave in

"I'll try but I don't know what good it will do." I decided to take Venom's advice and hope for the best so I continued to walk around a little bit before exiting the forest with my mind clear and headed back towards Ponyville to see how Twilight was doing and judging from the setting Sun, I've been in the forest for at least 30 minutes.

"I wonder how Twilight's doing?" I asked aloud

"_Probably having a brain overload with the tickets_." Venom guessed

"Maybe." I agreed as I headed towards Golden Oaks Library to find that it was dark and no lights were on at all. This got me confused because usually Twilight doesn't close the library this early so I approached the front door and knocked gently because of my enhanced strength.

The door slightly opened to reveal Spike and he had a look of relief on his face when he saw me.

Spike called behind him, "It's just Manny!" He shouted

"Ok, let him in, QUICKLY!" Twilight shouted from behind the door and Spike ushered me in before locking the door behind me. I spotted Twilight right behind the door as she stared at me before saying, "Where have you been?" she exclaimed

"Had to clear my mind." I honestly said "Why is the library all dark and stuff?"

Twilight sighed before replying, "Pinkie Pie told everypony that I had two tickets to the Grand Galloping Gala and now everypony is chasing me and asking me to do unnecessary favours! Don't you want to go?"

"No." I responded plainly

Twilight stared at me but Spike asked incredulously, "Why!?"

"Because I honestly don't fancy royal balls and stuff so I usually just stay out of it and celebrate the old fashioned way which is with family and friends." I explained

"Well then, I'm glad that you didn't become like the rest of the girls because they won't stop at nothing until I take one of them with me." Twilight said sadly

I thought about what she just said and I realised that she was going to have to something I would ask her to do.

"Why don't you just return the tickets to Princess Celestia instead of having to choose somepony?" I suggested

"Why would I want to to that?!" Twilight exclaimed in shock

"Because if you are that close to your friends then you want to see them happy so you would rather take all of them instead of being bias and favoring one of them." I explained

"_That has got to be the smartest thing I've heard you said since I met you_." Venom complimented

Before Twilight could respond, the lights were turned on and the rest of the girls were there, awaiting Twilight's decision.

"I CAN'T DECIDE!" Twilight shouted as she covered her face with her hooves, "I want to make all of you happy but I can't because your all my best friends and I can't choose one of you without making the rest of you angry at me!"

I helped Twilight up and gave the girls a look that clearly said '_Well, apologize_.'

Applejack spoke first and apologized, "Ah'm sorry Twilight, I didn't realize how hard it was for you to decide, I don't want the ticket."

"Me too." Fluttershy said, "I didn't mean to put so much pressure on you."

"Especially doing you favors that made the pressure even worse." Rarity added

"I'm sorry for making a scene and having you being chased by everypony because of a ticket." Pinkie Pie apologized with a smile

"YES!" Rainbow Dash exclaimed in the air "THAT MEANS THE TICKET IS MINE!"

All the girls gave Rainbow Dash a look of anger but mine was probably the most intimidating because Venom gave me his teeth and his scary eyes. Rainbow Dash literally fell out of the air and looked in shock at my face before composing herself.

"Hehe, well I didn't get the hang of my signature move yet so I don't want the ticket." Rainbow Dash gave in

Twilight got up and looked at Spike before announcing, "Spike, take note."

"Okie dokie." Spike replied getting a paper and quill ready

"Dear Princess Celestia, I am honored that you gave me two tickets to The Grand Galloping Gala but if I can't invite all my friends to go then I won't attend, therefore I am returning both tickets. Your faithful Student, Twilight Sparkle." Twilight declared as Spike finished writing.

"Twilight, are you sure darling?" Rarity asked

Twilight looked at me smiling, "Yes, I am sure, Spike send the letter."

Spike ran toward the window and breathed fire on the letter which sent its ashes to Princess Celestia.

"Manny gave me the idea of me being a true friend to all of you instead of favoring one of you." Twilight said with a smile

"Yep, I sure did talked some sense into you." I confirmed

"Where did you disappear to this morning?" Pinkie Pie asked "You left when we were… fighting for the ticket."

I hesitated before responding, "I had to clear my mind about a couple of things."

"Oh… ok!" Pinkie Pie responded but Applejack looked at me suspiciously which meant she knew I was lying.

Spike suddenly belched and a letter appeared in his hand

"A letter from Princess Celestia, that was fast!" Twilight exclaimed in shock

"Dear Twilight my student, why didn't you say so in the first place?" Spike read out confusingly before belching out something else and when he held up his hand it had…

"Seven tickets to the Grand Galloping Gala!" He exclaimed

All the girls and me gasped before Twilight said, "Now we can all go!"

"YAY!" The girls exclaimed as they each took one before it was me and Spike alone again with one ticket.

"You can have my ticket." I offered to Spike

Before Spike could respond, he belched out another letter and read, "And one for you Spike."

"YES!" Spike exclaimed and gave me my ticket

Me and Spike walked out of the library to join the girls but my luck ran out because Spike asked the question I probably shouldn't have answered.

"So, who's gonna be your date to the Gala?" Spike asked with a grin

"Umm…" I stuttered because I did not know how he was going to take this.

"_Be honest with him, Manny_." Venom encouraged

"I have a… crush on... Rarity so I was thinking of asking her if… she can be my… date." I answered in an honest but not so confident tone

All I got from Spike was an angry look on his face.

"You better stay away from her because she is going to be my date and that's final." Spike responded in a serious tone

I was shocked at the words I was hearing but composed myself before saying, "Why exactly should I stay away from her?" I asked in an angry tone

"Well I like her more than you do and I stand a better chance with her because I am a regular dragon and you are just an ABOMINATION!" Spike shouted that last part

Silence…. That was all I could hear my heart broke and fresh tears flowed down my face as I stared at Spike who was still angry but snapped out of his angry state before looking at me with shock.

"Manny, I'm so-" Spike tried to apologized but I transformed into Venom's form and jumped away from him and never looked back as I disappeared into the night.


	7. Chapter 6: Clash of The Symbiotes

I jumped and jumped for goodness knows how long before I came to a stop at the top of a desolate mountain that overlooked Ponyville and The Everfree Forest. I transformed back into my normal self and stared at the view before fresh tears flowed down my face.

"What is wrong with me?!" I sobbed "Why is my life so difficult?!"

Venom came out of my body- still attached of course- and looked at me sadly, "_I am sorry for the outcome of this Manny but what happened has happened and it can't be changed_."

"But why is love so hard?" I asked still in tears

"_Love is something that everybody sees differently but only two beings can think the same about each other which leads to them having a relationship eventually. The point is Manny, you were chosen as The Element of Perseverance for a reason, you don't give up no matter what happens between you and your goal_." Venom said with confidence in his tone

I thought about that but my mind kept reeling back to what Spike said… Abomination

"What if Spike's right?" I said "What if I am just an abomination?"

Venom scowled, "_Don't say that! We are not an abomination at all, we are a hero who protects the innocents and fulfills our promises, remember that vow you made for your parents? You must live up to it and together we can investigate what happened to them!"_

The topic of my parents knocked some sense into me and sent a jolt in my body when my memories came flying back of the dream I had, the letter and the pony named Flame Warrior.

I got back up to my hooves and looked towards Canterlot which was in the distance and confidence blazed in my body as I looked at Venom.

"Alright, let's do it!" I exclaimed as Venom smiled and nodded before disappearing back into my body.

Suddenly, I heard a roar and something slammed into me and sent off the mountain but not before Venom shot out a black tentacle and latched me back onto the mountain and swung me back up to the top to be greeted by… nothing.

"What the?" I asked confused as to why there was nothing up here but something clearly pushed me off the mountain and tried to kill me.

"_I don't understand_." Venom said confusingly "_I didn't see anything slam into us, unless it is invisible_."

"How can it be inv-" I started to respond before something punched me square in the face, grab my tail and tossed me into a rock which I slammed into painfully.

I groaned as I got back up, still in pain even though my healing factor was actively trying to repair my injuries, and looked around trying to see what was attacking me.

"_I'm going to have to take over, for your own safety_." Venom said before transforming me into his biped form and sniffed the air, hoping to catch the scent of the attacker.

"_I got something but its very… peculiar_." Venom reported

"What do you mean 'peculiar'?" I asked

"_It's the smell of an organism but it smells like… oxygen_." Venom explained

"So you mean… the air is attacking us?" I asked obviously confused by the description

"_Not exactly, someone or something is in the form of air but somehow is attacking us with solid force_." Venom elaborated

I looked around- since me and Venom share the same body- and looked at my surroundings to try and spot anything out of the ordinary but didn't see anything at all.

I returned to my normal form and took in deep breaths to calm myself down and think properly but I got a yawn instead of a proper thought.

"_You need sleep, Manny_." Venom insisted "_I will watch over you so rest assured that your safe up here_."

"Thanks Venom, I greatly appreciate it." I thanked my friend before resting my body against the ground and closed my eyes and drifted off into the dream realm.

I appeared in what looks to be a closed room with a table that had scrolls, potions and boxes. I tried to move but I was strapped to a table with all my limbs tied up and I realised that I was in Quetzo's laboratory… again.

"So… you host my arch nemesis, huh? Pathetic." A voice said from the darkness in front of me, it was a creepy and glass-breaking voice.

I peered into the darkness trying to locate the speaker but saw nothing but blackness. I heard a scratch to my left and turned my head that way to see… nothing. I turned my head to the right to see a red face with milky white curved eyes and rows of sharp teeth before the figure bit into my face and crushed my skull with its powerful jaws, I opened my mouth and screamed in pain.

"I AM THE HUNTER THAT ALWAYS FINDS HIS PREY!" The figure yelled

"AAAAAAHHHH!" I screamed out and sweating heavily as I looked around to see that it was nighttime and I was still on the top of the mountain.

I was panting heavily as I looked at the ground, my mind trying to process what I just saw.

"_Manny, are you alright_?" Venom asked with concern

"Ya, I'm ok." I lied

"_You are not ok Manny, what was your dream_?" Venom asked seriously

I took a deep breath before responding.

"I had a dream that I was back in Quetzo's lab but instead of Quetzo, there was this figure that said I host his arch nemesis which is you and he looked like you but red and a lot more scarier also he said he is the hunter who always catches his prey." I recalled my dream

Venom was quiet when I recalled my dream to him so I'm not sure if he is thinking about what to say or he knows what I'm talking about.

"Venom, who was that?" I asked

"_This is bad, this is very bad, that figure is Carnage, the most ruthless symbiote of my kind. Carnage is a heartless symbiote who hurts, tortures, and kills organisms for his own amusement._" Venom explained in a fearful tone

I was disliking this Carnage more as Venom went on with his history, killing organisms for his amusement, that is just messed up and if he came to Ponyville… I shivered involuntarily at the thought of that.

"Did you happen to beat him the first time you two met?" I asked and mentally hoping the answer was yes.

"_No I didn't, Carnage is much more powerful than me because he can create weapons faster than I can and also he can give himself huge buffs in strength, durability and speed. He defeated me when I tried to stop him the first time but the second time I managed to put him down but he escaped before I could finish him off_." Venom explained

This got me worried because if it came to a standoff between us and Carnage, he can make himself powerful enough to do serious damage before my healing factor can kick in.

"_We have bad news though_." Venom suddenly said

"What could be more worse than Carnage?" I asked

"_You have been asleep for two days_." Venom replied

"WHAT!" I shouted as my voice echoed throughout the valley

"_You were utterly exhausted yesterday, I didn't extend your sleep or anything, this is your doing, not mine_." Venom explained

My head spun around as I looked at the peak of the mountain I've been asleep for two days… what would the girls think?

"We need to get to town." I declared as I got back on my hooves "Fast."

"_Well then, let's… wait a second_." Venom said as he paused for a second "_I smell something_."

"What is it?" I asked as I looked around, trying to spot anything out of the ordinary

"_It smells very familiar but I can't seem to get any information from the scent, it's almost if… I can't sense its presence at all_." Venom realised

"So then what do we-" I started saying before Venom pulled me out of the way using his tentacle just in time for a red spike to appear where I was.

I shook out of the sudden move and looked at the figure that was right in front of me only to realise that this was not going to end well.

The figure was similar to Venom with the same white eyes and sharp teeth but was red and black. It had an evil and murderous presence aura that entered my mind and it was giving me bloodthirsty ideas but I shook it off and focused on the figure who laughed in amusement.

"I see that you have gotten a stronger host Venom but he will soon end up like the rest of them once I am finished with you." The figure said

I wanted to respond but Venom warned me in my mind, "_Don't respond, he wants you to be angry when you fight so you can be reckless and easy to kill!"_

I decided to take his warning and looked at the figure before asking the question I feared the most, "Who are you?!"

The figure smiled with his sharp teeth, "Haven't you figured out who I am?"

That statement confirmed my fears because it meant that I was staring at Carnage… The Carnage that killed for his amusement and the symbiote that defeated Venom by making himself stronger… which meant I was going to die.

"_You are not going to die, we fight well as a team, we can defeat him_." Venom reminded me

"I know." I whispered so Carnage couldn't hear

"So Venom, would you like a rematch? Because this time you won't walk away from this alive, none of you!" Carnage laughed before he charged me with incredible speed

I morphed into Venom and charged to meet him but Carnage shot out a dagger that impaled our leg and he grabbed our throat and threw us off the mountain. Venom summoned out wings for us as we fell and flew back towards the top of the mountain to see Carnage jumping at us with claws extended. My fighting skills came into thought and we shot out a tentacle that grabbed Carnage's face and we slammed him into the mountain before Venom flew towards him and started to punch Carnage deeper into the mountain. Before we can do more serious damage, one of Carnage's hands became a sharp dagger that he graciously stabbed into our chest before kicking us off of him with both legs and sent us into the woods, destroying trees along the way.

We got back up and pulled the dagger out of our chest before I asked, "How did you beat him last time?"

"_When I fought him last time, he was weaker and inexperienced with his abilities with a host but now he has the ability to manipulate the host's mind and plague them with fake thoughts and murderous intentions. In the past, the host that Carnage used was fighting him with his willpower which made it easier to defeat him but now the host is corrupted with Carnage's evil mind._" Venom explained

"INCOMING!" I shouted as Carnage was coming towards us with spikes shooting out from his body as it rained down on us but thanks to my enhanced senses and Venom's reflexes, we managed to evade all of them.

Carnage landed on the ground and looked at us with an evil smirk, "I see your host is stronger than the average mortal."

Venom looked at him with absolute hatred and took his battle stance while I was busy figuring out Carnage's fighting style.

"But I am stronger." Carnage said as he opened his hand and a blade about 6 feet long and it was crooked and hooked.

"_We can't let that hit us_." Venom warned "_It won't do us damage because of your healing but it will be tough to remove_."

"Oh you think I am the same Carnage as before." Carnage laughed "Your host may have a healing factor but these blades right here can fracture that little healing factor of yours."

Venom's eyes widened at that statement but had no time to respond as Carnage began violently throwing the blades at rapid speed and we were dodging pretty well until we got stabbed.

I felt a pain shot up my leg as I looked down and saw that one of the spikes had hit its mark and the wound… wasn't healing.

I tried to rip it out but another spike impaled our arm and Venom roared in rage as he caught another spike and threw it at Carnage who effortlessly dodged it as he came charging towards us.

We tried to move but Carnage must've hit a pressure point because I couldn't move at all and Venom was trying to move but it wasn't working.

Carnage gave us an uppercut and grabbed our leg and swung us into the air before slamming us onto a rock which broke on impact.

The pain was like nothing I ever felt before as Carnage began punching us and stabbing us with murderous intent and then stopping to savor the moment.

"Let's make this more exciting." Carnage said as he extended a hand which transformed into a claw with extremely sharp edges.

I felt my healing kick in but it was healing me slower than usual, I started feeling my body again and my arm shot out to punch Carnage but he grabbed it and stabbed his claws into my elbow.

What happened next shocked me.

Venom retreated back into my body and I was left in my normal pony form, on the ground and still bleeding from the spikes still embedded in me with a side of pure shock on my face.

Carnage smiled evilly at me, "You should have never relied on Venom because sooner or later he will let you down."

Carnage grabbed one of my hindlegs and threw me into the air and as I sailed through the air, I saw that I was heading straight into Ponyville plus I think it must be my head but I'm pretty sure I saw an Ursa Minor drinking milk from a giant milk container.

I crashed into the ground almost right in front of Ursa Minor which caused it to start getting angry and it increased my currently injured state to become extremely painful.

I was the center of a little crater that I graciously made and the spikes were imbedded in my right foreleg and one in the kneecap of my left hindleg. I was breathing heavily as blood oozed out of my injuries.

I still remained conscious as I opened my eyes and carefully lifted my head to look around and saw a familiar cyan pegasus flying towards me.

"ALRIGHT, WHO DO YOU THINK YOU AR-!" Rainbow Dash started shouting she gasped loudly, "MANNY, WHAT HAPPENED TO YOU?!"

I tried to get up but I couldn't because the pain is just too much for me. Rainbow Dash helped me up before she saw the spikes that were embedded in my legs.

"What happened! Who did that?!" Rainbow Dash asked out loud

"Carnage… coming here… run." I wheezed out

"Who's Carnage?" Rainbow Dash asked confused

"Rainbow Dash!" a voice shouted

I looked in the direction of the voice to see Twilight, Spike, Rarity, Fluttershy, Pinkie Pie and Applejack rushing towards her before they spotted me and gasped.

"Manny, where were you, we were worried!" Twilight exclaimed in sobs as she embraced me in a hug as so did the other girls.

"SUGARCUBE, WHAT HAPPENED TO YOU?!" Applejack shouted and pointed to my injuries

"What happened, Manny?" Twilight asked in shock as she stared at my wounds

"Carnage… run… run!-" I managed to say before something grabbed my legs and slammed me into the ground.

"THERE'S NOWHERE TO RUN MANNY!" Carnage roared as he came charging towards me and delivered a solid punch to my face which sent me crashing into a building.

I was finding it harder and harder to breathe as I tried to move myself but my body let me down and I couldn't move at all.

"MANNY!" Twilight shouted and she shot a beam of magic at Carnage who took the hit and didn't even flinch.

"You fool." Carnage said and he shot out his hand which grasped Twilight by the throat and pulled her towards him, "I'm gonna enjoy killing you."

Twilight's eyes widened as she struggled in Carnage's grasp but he held a strong grip as he increased his tightness on Twilight's throat.

Whatever happened next is very fuzzy.

I roared in rage and my body responded by getting up with no pain at all, charging Carnage and delivering a powerful back kick to his face which made him drop Twilight and look at me.

I ripped the spikes out of my wounds which caused blood to spurt out but a second later the wound healed like if it was never there. Venom gave me his hands as I grasped the two blades and charged Carnage with unbelievable speed and stabbed one in his chest and the other one in his head.

Carnage roared in anger and tried to punch me but I caught it and broke his arm with a loud SNAP! Which caused Carnage to recoil in pain as I hammered him with punches and kicks.

Before I could kill him, Carnage disappeared in a fume of red smoke and I stood there breathing heavily as I stared at the spot where he vanished.

Blood roared in my ears as anger and rage were pumping the adrenaline in my blood fueling my body with extra energy and I just want to kill- no, no, no, what am I doing?

I looked at the girls who were staring at me in shock and looked scared when my gaze fell on them. I hung my head down and began walking out of town before I was stopped by Twilight.

"Manny, wait!" Twilight called out and I turned around to see her running towards me and did the last thing I expected her to do… she hugged me.

The embrace lasted for five seconds before Twilight released it and looked at with her tearful eyes, "Don't go." she said softly

I smiled with tears in my eyes and nodded while Twilight smiled in response and walked me back to the girls who smiled at me.

"Thank goodness you're okay!" Fluttershy exclaimed as she hugged me very tightly and shed some tears.

"We thought ya were dead, sugarcube!" Applejack said as she joined the hug

"I'M GOING TO THROW A PARTY TO CELEBRATE!" Pinkie Pie exclaimed as she hugged me which made me fold my ears against my head

I released the hug from Pinkie and looked at the last person to give me a hug… Spike

Spike ran at me and gave me a big hug which I happily returned because well I got over the grudge and I can never hold it against anypony… including a friend.

"I'm sorry Manny, I'm sorry that I made you leave!" Spike sobbed as he hugged me

"It's alright, I got over it. I gotta admit though I might give myself that name if I become a superhero." I joked

Spike chuckled as well and released the hug and the girls gathered around me.

"Spike, what did you mean 'you made him leave'?" Twilight asked in an angry tone

Spike turned a little pale when all the girls gave him a serious look that basically said 'don't lie to us.'

"I… called Manny… an… uhh… abomination." Spike stuttered out

"YOU WHAT!" Applejack, Rainbow Dash and Twilight shouted

"Even though he hurt my feelings." I glared at them "I forgive him because a true friend never holds a grudge against others, no matter how bad it is."

"Well as long as you forgive him, I suppose I don't have to punish him." Twilight said as she looked at Spike

"Good but now that that's settled, who was that guy?" Rarity asked

I took a deep breath and told them about Carnage and what he was capable of doing.

"What… why would he…" Twilight wanted to say but didn't want to finish her thought.

"Carnage is heartless and won't hesitate to kill anyone that gets in his way." I said sadly "I thought I wasn't gonna save you."

Twilight hugged me for a couple seconds before releasing it and saying, "But you did so don't worry, I'm fine." Twilight assured me

I yawned loudly which caused the girls to yawn as well. "Well, I guess I'll go get some sleep, if I can."

"Well Goodnight Manny!" Rainbow Dash said and she flew off into the sky

The other girls wished me goodnight and I walked back into my house in The Everfree Forest and looked at the house. The house was just the way I left it when I first bonded with Venom which speaking of which made me wonder if he's alright because he hasn't talked to me since Carnage but I decided to deal with it tomorrow as I got in bed and fell into a deep sleep.


	8. Chapter 7: Dragonshy

I woke to the sound of chirping birds and the occasional howling of timberwolves which means I won't have to buy an alarm clock at all. I got out of bed and recalled what happened yesterday, the fight with Carnage, saving Twilight and Carnage disabling Venom. Speaking of which, it made me remind myself to check on him.

"Hey buddy, you alright?" I asked Venom as I brushed my teeth

"_Yes, I am sorry about yesterday_." Venom responded instantly

"What happened?" I asked him and trying not to raise my voice

"_Carnage hit one of my weak points which forced me to pull back from battle and left you exposed. I am sorry for letting you get hurt Manny_." Venom apologized again

"It's fine, I healed up nicely overnight so nothing to worry about, ok?" I assured Venom for his own concern.

"_Fine but can we get something to eat because I am starving and I am going to be glad you have a healing factor so I can feast on your liver over and over again_." Venom said hungrily

"Ya, I was just going into town." I responded as I opened the front door, closed it behind me and started my way to town but something grabbed my full attention when I looked up into the sky.

"Whoa, what the…" I said as I looked into the sky and saw a gigantic cloud of black smoke, covering the bright blue sky.

"Manny!" a soft voice shouted and I turned around to see Fluttershy running towards me.

"Morning Fluttershy." I greeted her "Why is there smoke in the sky?"

"I don't know." Fluttershy said quietly "But we need to warn everypony about this."

"Agreed." I said and we both ran until we saw ponies doing their normal routine, too busy to notice or even look up at the black-smoked sky.

"Everypony!" Fluttershy said softly "There's smoke in the sky."

Rainbow Dash came into view while she was bouncing a ball on her while Pinkie Pie counted but both paid no mind to Fluttershy's words.

Nopony paid any attention to her words as she continued to speak in a low voice which was starting to annoy me because these ponies are too happy to believe something bad could happen.

"EVERYPONY!" a voice shouted from the bridge

We all turned to see the speaker was Twilight who was standing on the bridge with Spike on her back.

"Listen up, smoke is spreading all over Equestria." Twilight announced

Now everypony was looking at the sky and mumbling about the smoke.

"I swear these ponies are gonna get themselves killed if they don't be aware of their surroundings." I mumbled

"_Yes, luckily there are beings like us who won't let that happen_." Venom responded

"Princess Celestia has informed me that the smoke is not coming from a fire." Twilight said and everypony sighed in relief including Fluttershy who was next to me.

But that was ruined quickly when Twilight said, "It is coming from a dragon."

Fluttershy looked shocked, "A dr-dragon?!" she squeaked

I was scared too because one of Venom's weaknesses is fire so it is dangerous for both of us.

"_A dragon._ _Why did it have to be a dragon? Why couldn't it have been a fire?_" Venom complained while I was busy trying to compose myself.

You see, ever since me and Venom bonded we did get stronger and more powerful but it made our weaknesses stronger to us than before. If fire touches me, I can probably get a third degree burn rather than a little sting.

"Out of all the things that could have been your weakness, it had to be fire." I said with annoyance

"_Not my fault_." Venom replied back

"W-what?" Fluttershy asked confused

"I was talking to Venom." I replied

"What did he say?" Fluttershy asked

"He said it's not his fault his weakness is fire." I replied

"H-he's scared of f-fire too?" Fluttershy said widening her eyes

"Yup and whatever weakness Venom has, it's more deadlier to me than it was before I met him." I explained. Fluttershy nodded and looked at Twilight who was running back to the library with Rainbow Dash and Pinkie Pie at her side.

"W-we should meet up with the others." Fluttershy suggested

"Sounds good to me, let's go." I agreed and ran to the library with Fluttershy flying beside me

We entered the library and saw Twilight talking with the rest of the girls who look like their going to pass out except Rainbow Dash who was flying in the air.

Me and Fluttershy walked up to the girls and Applejack greeted us, "Mornin partners, how y'all doin?"

"Besides the giant clouds of smoke that happens to come from a dragon, I've been having a good day." I said with a smile

"Alright, so Princess Celestia chose us for this mission for a reason because we're probably the only ones that can convince him to take a nap somewhere else." Twilight announced as she packed her things needed for the trip.

"I say we give him a good buck!" Rainbow Dash exclaimed as she did kicks in the air and then at one of the wooden statues which caused Twilight to stabilize it with her magic.

"No Rainbow Dash, we have to encourage him to leave nicely." Twilight said as she used her magic to move the wooden statue out of the way when Rainbow Dash went in for a dive-bomb but missed completely.

"Well then I suppose we should all go get prepared." Rarity suggested which made me realize that I barely even talked to her ever since we met so that means I have a long way to go before the Gala comes knocking on my front door.

"_Be a stallion and go talk to her_." Venom said with absolutely no faith in me but probably just said that to 'try' to make me feel special.

I decided to ignore his advice for now and focus on the real world that is right in front of me.

"Alright, everypony go pack the things you need and we'll meet back here in less than an hour." Twilight decided

All the girls and me of course exited the library and went to our homes to get whatever's necessary but for me I just hung around town for the next hour or so and wait it out because I usually don't need anything to carry except my friend of course.

"Before we go on the journey, you want something to eat?" I asked Venom

"_That might not be such a bad idea_." Venom agreed and I started walking to the center of town and looked at the concession stands around me that were selling a variety of delicious snacks.

"Ok so what do you want to eat?" I asked and mentally hoping it wasn't a cupcake.

"_A fruit breakfast might be good enough to eat_." Venom replied

"Alright a fruity delight it is." I said and walked over to the fruit concession stand and bought some carrots, raspberries and grapes from the mare that was selling it.

I munched on the carrots and ate the grapes in between plus eating the raspberries every now and then and a couple minutes later there was nothing left.

"Ok that was delicious, but it still hasn't been an hour yet and there isn't much to do around here." I noticed

"_Well since there isn't much to do, then it's time you do me a favor_." Venom suggested

I had a bad feeling about this 'favor' . Venom was asking me to do so I decided I might as well do this to kill some time.

"Alright, what's the favor?" I asked Venom with dry boredom in my voice

"_Go talk to Rarity_." Venom simply said

My blood ran cold and my heart started thumping really really loud when I heard this, I couldn't do it.

"WHAT! What makes you think that?!" I yelled at him but trying not to make a scene

"_Because we have talked to the other girls but her and we risk breaking her heart if we don't strike up a conversation with her_." Venom explained

"But out of all the times we could have done this, you choose now?!" I said with irritation

"_If we don't do this now then the Gala will be meaningless_." Venom replied

I thought about it and I hate to say this but, "You have a point."

"_Good, now we have a good 45 minutes and The Carousel Boutique is to our left so let's get to it_." Venom said with a tone of happiness

I look to my left and saw that the Boutique was to our left and I looked at the clock which meant only 15 minutes has passed since Twilight sent us out to get our things.

"I hate you so much." I grumbled as I walked to the front door of the Boutique and stared at it. I took a deep breath and I opened the front door and gasped inside. It was pink and shimmering with gold as it literally radiated the word 'Magnificent' as I looked around and saw that everything was neatly organized including the mirrors.

"_Wow, this place is… remarkable_." Venom awed

"Yup, I gotta agree with you pal." I agreed as I walked around and realised that I don't see Rarity anywhere. I looked around a little bit more and heard a sound coming from one of the back rooms which was covered by an elegant dark pink curtain to block my view.

I didn't want to be a peeping tom so I just listened to the humming and it had to be the most peaceful thing I ever heard in fact, it was so peaceful that I didn't even realise that I was sitting down and listening to it like foal sleeping to a lullaby.

I was so caught up with the humming that I didn't notice that it stopped and thank Venom he snapped me out of my daze. Venom shot out a black tentacle and pulled me to the front door which confused me.

"Why did you pull us here?" I asked in confusion and still in a daze from the humming

"_To pretend that we just entered the building_." Venom said with an obvious tone

I decided that makes sense and got up and looked towards the curtains which apparently started to open to reveal Rarity. She looked beautiful and her mane and tail was looking gorgeous and neatly brushed plus her eyes… Oh I don't even have the words!

I must have been staring because Rarity noticed that I was here and made eye contact with and blushed deeply, I hate to say this but so did I.

"How long have been standing there?" Rarity asked with a blush still on her cheeks

"Long enough to listen to your humming." I replied in an honest tone

"Oh dear." Rarity flushed in embarrassment "It was horrible."

I walked a little closer to her and said, "No its not, it was the most beautiful sound I have ever heard."

Rarity blushed a deep and bright red from the compliment that I gave her and Venom replied with respect in his voice, "_You're doing excellent._"

Rarity managed to compose herself and asked me the question I knew she was going to ask, "Why did you come here?"

"Well…" I started out nervously "I haven't been talking to you a lot so I was wondering if we could… um… get to know each other." I said nervously with a blush on my face

Rarity's blush returned with a vengeance when she heard what I said and responded, "O-ok."

I nodded and looked around and noticed the outfit that was on a pony quinn and walked towards it, marvelling the design and colors.

"So you design outfits?" I asked still staring at the outfit

"Why yes I do! I have a dream of becoming the best fashionetta in all of Equestria!" Rarity exclaimed

"Turns out that might be true if you keep this up." I commented and Rarity blushed at the comment

"So what do you do?" Rarity asked and now that I think about it, I didn't really know what I normally do

"I don't really know, it's been just me since my parents went missing and I haven't really talked to anypony since that happened." I said with sadness

"Oh! I'm sorry for asking!" Rarity apologized to me

"No no no it's fine, I just needed somepony to talk to, that's all." I said

"Well, we best get to Twilight, she'll be waiting for us." Rarity suggested and I totally forgot about the dragon and the 45 minutes.

"Ya might as well." I agreed and began walking towards the door before Rarity shouted, "WAIT! I need to get ready!"

"OH, I'm sorry, I'll be by the door!" I shouted back in response

I sat down and thought about what just happened and smiled.

"_You did better than I expected you to do_." Venom complimented me

"What did you expect me to do?" I asked curiously

"_Bail out at the last second_." Venom said with honesty and laughter in his voice

"Huh, I wish I could strangle you right now but I can't." I complained as Venom erupted into laughter in my head and making my brain shrink.

"Ok! I am ready!" Rarity shouted and she came into view with a beautiful sun hat with a lovely rose in it.

I stared at her and awed at her beauty as she admired herself in the mirror before she caught me staring and blushed.

"It's rude to stare, you know." Rarity said playfully and I snapped out of my stare.

"I was.. uh.. sorry." I apologized and Rarity was carrying a couple of with her magic and her face showed exhaustion in carrying it.

"Here let me help." I offered and Venom extended a black tentacle, took the bags and secured it on my back.

"Thank you, darling." Rarity thanked me with a blush and we both walked towards the door but I ran to it and held it open for her which caused her to blush even deeper.

"My, what a gentlecolt." She commented with a wink at me and smile which made it my turn to blush

"_Nice work, this is going good, very very good_." Venom said excitement

We both walked back to The Golden Oaks Library where the rest of the girls were waiting for us and looked in our direction when we approached.

"About time you two showed up!" Rainbow Dash said "We thought you went without us."

I looked confused at why would she say that, "Why would you think that?" I asked

"Well sugarcube, you do have enhanced powers and Venom with ya so we thought you were gonna handle it yourself." Applejack explained

"Ya, with you and Venom together you two can do anything!" Pinkie Pie exclaimed

"Just because I have Venom and I have powers myself doesn't mean I could do anything I mean even Venom has limits." I explained

"_True I do have weaknesses._" Venom agreed

"What do you mean Venom has limits?" Twilight asked

"Well he has weaknesses which are fire and sound so that's why I'm kinda nervous of convincing something especially a dragon to move." I replied nervously

"So you're scared of fire?" Rainbow Dash asked

"When me and Venom bonded, we share each other's weaknesses so now sound and fire are deadlier to me than before." I answered

"Don't worry, the sooner we get rid of the dragon the better, I already mapped out the fastest route to the mountain." Twilight assured us all

"M-mountain." I heard Fluttershy squeaked

"Alright everypony let's move, we should get their before nightfall." Twilight said and she led the way with us right behind her.

We walked through the forest and approached the mountain and began climbing it but Fluttershy started struggling with simple things like jumping over a little ditch and now having trouble walking.

I noticed Fluttershy hanging in the back of the group and a memory triggered through my brain.

I was a little foal learning to walk and my parents were a little ways in front of me with their hooves open and encouraging me to keep walking. I walked but then I fell down and started crying because I thought they were going to be mad at me but they weren't. My mom looked at me and said, "Shh there's nothing to be afraid of my sweet."

"_Wow, your parents really loved you_." Venom said sadly

I returned to reality and looked at Fluttershy before slowing down to her pace and was now walking beside her, she looked at me confused.

"Why are you slowing down?" Fluttershy asked confused

"I'm not leaving you behind, even though the other girls are doing so." I said

Fluttershy smiled and walked beside me as we ascended the mountain and watched out for any danger but so far we were fine.

"Um, Manny?" Fluttershy said nervously

"Yes?" I responded by trying to speak at Fluttershy's level of quietness but turns out I stink at it.

"You are like a… big brother to… me." Fluttershy said quietly

I stopped as if I lost the ability to move and looked at Fluttershy like I imagined what she just said before responding, "What?"

Fluttershy hid behind her mane as she spoke, "You actually care for me and I never had a friend who can listen to my problems and help me out along the way, plus you were the only one who listened to me so that's why I consider you are the brother I never had."

I looked at Fluttershy before giving her a hug which she was shocked at first but returned the hug, after about ten seconds, we released it.

"If I'm the big brother than you are the little sister huh?" I said playfully

"N-no!" Fluttershy said in a childish tone but gave me a smile

I looked to where the girls are who were happily moving on without us and then I looked back at Fluttershy, "We should catch up, so RACE YA!" I said before running after the girls

Fluttershy flew right beside me as we both stopped when we reached the rest of the girls and just in time to hear Twilight's instructions.

"Alright, we're about to walk through an avalanche zone so everypony please, do not say anything." Twilight warned us as she led us through the pass

I looked nervous because the wall of rock to our right was cracked and looked like it was ready to break at anytime, also the cliff to our left which meant obvious death to anypony unfortunate.

"_Careful._" Venom warned me with caution

Fluttershy was shaking beside me and gave her a look that meant '_Calm down_' but she was still shaking.

I thought we were gonna make it but something had to happen.

We would have gotten by scotch free but Fluttershy heard a crack and shrieked, "AVALA-" but I put my hoof against her mouth to stop her.

Everypony froze and didn't dare move or make a sound but when everything stopped we released our breaths.

We celebrated too soon though because the mountain started to shake and rocks started to fall down on us.

"EVERYPONY TAKE COVER!" Twilight shouted as she dodged the rocks, Applejack and Pinkie Pie jumped over the rocks when they landed, Rainbow Dash was flying around and dodging the rocks with ease but I couldn't see Rarity anywhere.

I moved Fluttershy to where the other girls were and looked for Rarity and then I saw her, she was dodging around and doing good and made it to where we are.

"_Above us!_" Venom shouted

"AAAAHHHH!" Pinkie Pie screamed and pointed above us.

Everypony looked up and saw a huge slab of rock coming down on us, I had to take action because all the girls were paralyzed with fear as they stared at the rock coming down on us.

I shot out a black tentacle and grabbed them then looked to my left and set them down far away from me. I just had time to hug the giant rock that happily crushed me in its embrace.

My whole body was compressed and squashed under a huge amount of stone and I struggled to get to my hooves.

"_Come on, we can do it!_" Venom encouraged me

I looked up and saw that Venom created a pair of giant hands that held the rock and prevented it from flattening me but I saw that it was getting closer and closer every passing second. I pushed up with all my might and even with my enhanced strength, I was struggling to lift it.

I heard the girls screaming my name in worry and that fueled my body with strength and I pushed upward and slowly I began rising and my forelegs and hindlegs felt like jelly but nevertheless I kept pushing until I was standing on my hindlegs straight up and tossed rock away which crashed into something down the mountain. I looked in front of me and saw the girls looking at me with shock before they drowned me in a big group hug.

"We thought we lost you!" Twilight said as she hugged me

"I swear, if you ever do that again, I WILL KNOCK YOU INTO NEXT MONTH!" Rainbow Dash scolded but nonetheless gave me a hug.

"You need to stop risking your life for us, sugarcube." Applejack said

"We would have been flattened like a pancake if you didn't shove us out the way!" Pinkie Pie exclaimed happily

"Yes we would have, darling." Rarity said which made me remember that I was still carrying her stuff.

"Glad to see your safe." Fluttershy said and smothered me in a hug

"Alright alright, I'll try not to kill myself." I promised them "Now can we please deal with the dragon?"

"Of course, follow me everypony!" Twilight exclaimed and led the way for us yet again. A few minutes later we arrived at the entrance of the dragon's cave which occasionally released a huff of black smoke because of the dragon's snoring.

"Ok, how are we going to do this?" I asked Twilight

"I'll go in first and try to convince him and if it doesn't work, the rest of you will try." Twilight suggested

"Be careful and if he gives you trouble, I'm coming in and giving him a good buck!" Rainbow Dash said and pounded her hooves to emphasize her point.

"Ok." Twilight said and walked inside the cave and we waited outside for the results and a couple minutes later Twilight came back out covered in smoke which she shook off.

"Any luck?" I asked and Twilight shook her head in response

"I'll try." Rarity offered and went into the cave next but came out a few minutes later complaining about how she almost got it and so close to getting some diamond.

"OH OH OH MY TURN!" Pinkie Pie shouted in an outfit that seemingly appeared out of nowhere and went into the cave but came out a few seconds later with her outfit ruined and most of the balloons popped but somehow had a grin on her face.

"That's it!" Rainbow Dash said and her patience has finally worn out and pointed to Twilight, Pinkie Pie and Rarity "You all tried but this dragon won't budge so now it's my turn." and she flew into the cave while Twilight was yelling at her to stop.

"_I hope she didn't anger the dragon because if she did then we are in serious trouble._" Venom said

A moment later we see Rainbow Dash flying out of the cave followed by an angry roar that shook the mountain and we all looked at Rainbow Dash who forced a smile but a loud slam was heard and looked back at the cave to see a massive red and yellow dragon emerged from the cave and stared at us angrily.

"You jinxed it." I whispered to Venom and we all quivered underneath the dragon's gaze. The dragon roared and a wave of black smoke slammed all of us into a rock which cracked and broke.

I was seeing spots in my line of sight but a voice was heard from above me, "HOW DARE YOU, HOW DARE YOU!" and when I looked up it was… Fluttershy.

Everypony watched in shock as she flew straight up to the dragon and gave it a good scolding which made him cry but Fluttershy convinced him to pack up his things and move to another place to sleep. Fluttershy flew down to us and we all gave her big smiles and positive compliments.

"That was great!" Twilight said as she complimented Fluttershy and so did the other girls.

"I knew you could do it." I complimented Fluttershy and she smiled at me for that.

A few minutes later the dragon reemerged with his things and flew off into the sunset, looking for some other place to sleep.

"Well I guess we should head back to town." Applejack suggested now realizing that the journey was over

"Ya, I need to break a ball bouncing record." Rainbow Dash added as she started bouncing a ball on her snout

"And I will count!" Pinkie Pie exclaimed happily and started counting for Rainbow Dash

"Yes I do have some outfits to improve." Rarity added and looked at me with a smile which made me blush.

"_You really got a soft spot for her_." Venom teased

I mentally ignored him but it followed by him yelling in my mind telling me how I wasn't taking his advice.

"Well I better put Spike to sleep so come on let's go!" Twilight said and led us back down the mountain and back into old Ponyville.

"Well goodnight y'all." Applejack said with a smile

"Goodnight!" Pinkie Pie shouted and jumped up and down

"Goodnight." Fluttershy said in her shy tone

"Goodnight darlings!" Rarity said happily

"Goodnight!" Twilight said happily

"Well see ya!" Rainbow Dash said and zoomed off to her home

"Had to break the streak." I mumbled and all the girls laughed then went there separate ways but Twilight and Rarity stayed with me which got me confused.

"Manny if you're not busy tomorrow, can you stop by so I can do research on your healing factor?" Twilight asked nervously

"Ya sure, normally I don't have much to do." I said and Twilight gave me a big smile and nod before heading home and then I looked at Rarity.

"I'll walk you home since I'm carrying your stuff." I said and Rarity blushed at the offer

"Are you sure because you look tired and have been through a lot today." Rarity said

"Nah, it's fine." I said and we began our way to The Carousel Boutique which was dark due to Rarity's absence and we stopped at the door.

I handed Rarity her stuff and she gave me a smile, "Thank you Manny, for everything."

"Anytime." I returned the compliment and Rarity went to open the door but I beat her to it and opened the door in which she blushed and giggled at the kind gesture.

Rarity looked at me at the doorway and said, "Goodnight Manny."

"Goodnight Rarity." I said she softly closed the door but not before looking at me one more time.

"_Well this is the start of something._" Venom said

"You haven't really said much you know." I observed as I began my trip home

"_That was because I've been thinking about something_." Venom said in an honest tone

"About what?" I asked

"_Carnage_." Venom said in a shaky tone

"How many times do I have to tell you? I'm fine." I assured him

"_It's not about that, I've been wondering who is Carnage's host_." Venom clarified

Now that he said that, I realised that got me thinking as well, who is the host of Carnage?

"Alright now that grabs my attention but to start off the investigation, who would Carnage bond with?" I asked confusingly

"_Hmmm usually he bonds with someone with negative thoughts in the past but now he can pretty much corrupt anybody._" Venom explained

I sighed as I approached my house, "So it could be anypony?"

"_Yes." _Venom responded

"I'm going to rip Carnage in half and discover who it is the next time I see him." I growled as I opened the door to my house

"_If we are going to stand a chance against Carnage, then I must help you awaken your Reflex Sense._" Venom said

"My Reflex Sense?" I said confusingly

"_Remember how you saw the moon glowed bright on the Summer Sun Celebration? Remember how you moved Rainbow Dash out of the way before she got shot? That was your Reflex Sense which alerts you of danger even when you let your guard down_." Venom recalled and spoke in a tone that is telling me to remember those events which I clearly remember.

"So if I awaken my Reflex Sense…" I said

"_We can defeat Carnage together._" Venom finished

"Great! But first.." I jumped onto my bed "Sleep." I ordered and closed my eyes.


	9. Chapter 8: Look Before You Sleep

"So you need some of my blood?" I clarified to Twilight

"Yup." She confirmed and continued setting up the container that will hold my blood

I am currently in Twilight's library because I promised her that I would let her research my healing factor but I wasn't expecting her to ask for my blood.

"O-ok if that's necessary." I gave in and held out my front leg

"Great!" Twilight exclaimed then she took a needle and happily stabbed it into my leg with a grin on her face.

"You seem to be enjoying this aren't you?" I noticed because I had nothing else to talk about

"Yes because if I could extract the healing factor out of your blood then the hospital will be able to cure anypony's problems!" Twilight explained happily and in a fast tone then went back to the container to make sure there were no leaks of any sort.

"Well I guess that makes sense." I agreed and looked out the window and noticed that it was cloudy all of a sudden.

"_Stop being a baby and suck it up_." Venom scolded

"Oh shut up." I said but I said it a little too loud because Twilight looked up at me with a confused look, "What?"

I shook my head before clarifying, "I was talking to Venom."

"Oh, what did he say?" Twilight asked curiously

"He's telling me to stop being a baby and suck up the pain." I said in annoyance

Twilight laughed at that before responding, "Well I'm glad you two are getting along."

"By the way, why are the pegasi making the weather cloudy today?" I asked while looking out the window

"They skipped a shower last week so they decided to make it up today." Twilight explained while still looking at the container

A few seconds later, Twilight announced, "DONE!"

I could feel the needle stop sucking the blood out of me so that's when I removed it and handed it back to Twilight, which she took and put everything into a small box.

"So where is it going?" I asked

"I'm sending it to Princess Celestia along with my research on it because I don't have the tools to fully research your blood." Twilight explained

"Oh this is so exciting! Your blood can make many things possible like immunity, immortality" Twilight gasped loudly with a smile "Immortality can be huge!" She looked at me with huge eyes which made me uncomfortable.

"Ok calm down." I said while getting back up on my hooves and was walking to the window when it started to rain down heavily and the wind was blowing really hard.

I looked out the window and sighed, "This is going to be a fun walk home." I said sarcastically

Twilight looked at the rain then looked at me before saying, "You can stay here if you want." she offered

I looked at her before replying, "I don't want to be a burden or anything."

"OH no no no you won't." Twilight gasped loudly "We could have a sleepover! Oh it will be my first sleepover!"

"Well it is my first sleepover so why not?" I smiled at Twilight which happily returned it before heading to the door while I looked around and tried to figure out what to do. I decided the only way to kill some time was to read and read and read some more.

"_Well look for something interesting at least._" Venom suggested which was not making this any easier. I was about to pick out a book of some sort before I heard Twilight shout, "APPLEJACK, RARITY!"

I looked towards the door and saw Applejack and Rarity in the rain staring at Twilight but they didn't notice me.

"_This is going to be interesting_." Venom said which made me silently agree as well

"Come in girls, quickly!" Twilight ushered to them and they began running towards her and soon approached the door.

Rarity entered the house, "Why thank you Twilight, your kindness is greatly appreciated."

Applejack then said, "Yes, your hospitality is excellent." and was about to enter the house but Rarity stopped her and looked at her hooves which made me notice that they were all muddy and dirty.

"Be a polite guest and clean your hooves." Rarity said before entering Twilight's house and left Applejack glaring at her and muttering something under her breath as she walked back outside to get herself cleaned up.

"_There is tension between those two_." Venom noticed

"Obviously." I said

"Why the pegasi scheduled a rainy day at the wrong time." Rarity complained

"You could stay here." Twilight offered and then looked toward the window then looked back at Rarity with a big smile, "You can sleepover!"

I looked outside and saw Applejack in the rain trying to wash her hooves and I felt sorry for her so I decided to go outside and help her out.

The rain hit my skin and my coat but I didn't care as I approached her, "Hey."

"_Great way to start a conversation in the rain_." Venom said sarcastically

Applejack jumped at the sound of my voice but turned around and saw it was me then relaxed, "Ya really had me right there but what are you doing out here?" she asked

"To help you out obviously." as I nodded to her muddy hooves

"How ya going to help me out?" Applejack asked confused

I closed my eyes and focused on a roof over her head using Venom's powers and opened my eyes when Applejack gasped and saw the roof over her head, I turned to the hose and in the rain I sprayed her hooves cleanly.

Applejack smiled when I finished, "Thank ya Manny, I owe ya one."

"No its fine." I said and when I went to turn off the hose I ended up getting sprayed myself and now I was soaking wet with my mane completely covering my eyes and I heard Applejack laughing.

"You better get inside or else I'm gonna collapse the roof." I playfully said

I heard Applejack's hoofsteps fade into the house as soon as I said that and I laughed at that before shaking myself off and placing the black roof over me as I dried myself but Venom took it back and I was drenched again.

"_HA HA HA HA HA HA!_" Venom roared with laughter

"Very funny." I mumbled and walked back into the house to see Twilight showing Applejack and Rarity a book.

Twilight saw me and giggled, "Applejack told me you drenched yourself."

"Ya and then Venom collapsed the roof on me when I dried myself." I said and all the girls laughed at that.

"So how did you get caught in this dreadful storm?" Rarity asked

"I wasn't caught in the storm, I was here because Twilight researching my healing factor." I explained and Rarity mouthed 'Oh'

"So let's get this sleepover started!" Twilight exclaimed

Applejack blinked a couple of times before saying, "Ya I have to...get back home so.." Applejack went for the door but a lightning strike brought her back and she agreed to stay.

"Great so what first in your book?" I asked and Twilight read it before beaming, "MAKEOVER!"

"Oh no." I said as I widened my eyes and Rarity squealed then got some mud and placed on her face then on rubbed it on Twilight's face.

"Now wait just a dong gong minute." Applejack said angrily "I can't have mud on my hooves but it's okay to have mud all over your face."

"Silly this is not mud, mud mask, it is designed to replenish and rejuvenate your complexion." Rarity explained and began putting the mud mask on Applejack's face in which she did not enjoy at all.

"_Now I am starting to feel uncomfortable_." Venom said

"Same." I agreed as I watched Applejack ate the cucumbers that Rarity put on her eyes.

"We gave each other makeovers!" Twilight exclaimed and using her magic, she levitated the book and checked it off.

I looked at Applejack and Rarity who seem to have caught themselves in another argument.

"You don't want to ruin Twilight and Manny's first slumber party, don't you?" Rarity asked angrily

"No but your ruining it with your fancy smancy accessories." Applejack replied back and looking Rarity in the eyes

"Oh ok, what about you? How are you contributing to all this?" Rarity shot back angrily and maintained eye contact which meant I had to step in before things get out of hoof.

"Calm down both of you!" I yelled and got in between them which surprised them both as they looked at me with shock.

"Why are you two acting like this?" I asked seriously

"Well she started it when she didn't help me take down the branches off the trees this morning." Applejack said and glared at Rarity

"Well she doesn't know how to show respect in an activity." Rarity shot back

"_Well do something or else this noise is gonna make me settle this myself_." Venom said angrily and it made me shiver but Rarity caught it.

"What's wrong Manny?" She asked

"Venom said he can't stand the noise so its either you two settle your differences right now or Venom will deal with this himself." I said shakily and that made the mares pale in color.

Applejack was the first to respond, "Well I guess we could table this, for now." she said glaring at Rarity.

"Yes we can." Rarity said and returned the glare which made me sigh and turn to Twilight who had a big smile on her face.

"Next, we have spooky story-telling!" She exclaimed and I could feel Venom possessing me when she said that.

"_Now this sleepover just got interesting_." Venom said evilly which is making me start to regret meeting him in the first place.

Twilight turned off all the lights and with a flashlight on, she told the story of the Headless Horse which made Rarity and Applejack spooked but I remained my composure because I got something even more scarier than that in my body.

"And when she turned around she saw… THE HEADLESS HORSE!" Twilight shouted and used the bedsheet to impersonate the headless horse and lightning flashed which made Applejack scream and Rarity to scream also but latch onto me tightly which I blushed at.

The lights came back on and Twilight was about to check off story-telling but she saw Rarity hugging me and closing her eyes, Twilight held back a laugh but Applejack burst the bubble and started laughing which made Twilight laugh too.

Rarity opened her eyes and realised what was going on then released the embrace while blushing up a crimson storm on her cheeks as she looked me in the eyes which made me look back at hers, lost in those beautiful sapphires.

We really must have been soul gazing into each others eyes because Twilight and Applejack were laughing up a storm worse than the one outside. We both snapped out of it and blushed deeply at our actions.

"Ah knew it! Ah knew it! You two have feelings for each other!" Applejack exclaimed and was high hoofing Twilight which made me confused.

"N-No we don't!" I said nervously and somehow I could feel Venom's emotions going haywire.

"_I'm... fine_." Venom said shakily

I could feel he was getting uncomfortable in this situation as Rarity was trying to lower the situation but the girls just kept laughing at our embarrassment so I decided I need to breathe a little. Venom must've agreed with me because without my permission of course, he took control of my body and went upstairs to the balcony real fast which would've been cool except I tripped at the end.

"Next time, warn me!" I said as I got back up and stared at the town from the library and took a deep breath then sighed.

"_That was something_." Venom said and then I realised he's doing the creepy coming-out-of-my-body form with that face of his.

"Ya and it knocked my confidence down the drain." I agreed but felt bad about saying it because it tells Venom that I am weak.

Venom must've sensed this because he replied, "_You are not weak, Manny because you don't give up on anything or anyone_."

"You keep saying that but what if I can't live up to the element that chose me?" I asked almost in despair

"_The element chose you for a reason, it saw someone that can live up to its name, its saw someone with the heart of a hero, someone that will fight for his friends and family no matter how powerful the threat is and someone that will give his life to save his loved ones with zero hesitation_." Venom said and touched my heart to the core when I heard what he said.

"So this is what you see in me?" I asked shocked about what I heard how much I would sacrifice.

"_Yes, I can see your thoughts and how much you care for your friends and you won't stop at nothing until you find your parents_." Venom said and looked into my eyes to emphasize his point. "_Now tell me Manny, how do you feel about Rarity?_"

Strangely the words Venom were saying were true about me, "I wouldn't even think twice about giving my life for her, I would cheer her up whenever she's down and… I will protect her with my life, no matter what." I vowed

"_Yes, I will do the same, we will protect our friends and protect our loved ones, till we die._" Venom vowed as well

"Until we die." I agreed to the last part and I felt really good about it

There was silence after that and we both heard a sniffle from behind us which made me and Venom turns around to see Twilight with tears in her eyes which meant she heard everything that we said.

"Twilight I'm-" I tried to apologize but Twilight rushed in and gave me a big hug which shocked me and Venom.

"_Why are you hugging us?_" Venom asked confused

"I never had a friend who would vow to protect me or my friends." Twilight sobbed out "With their lives."

"I meant it Twilight." I said which made her look up "I will protect everypony here with my life and I intend to keep that promise."

Twilight smiled and wiped the tears from her eyes and looked at Venom, "First time I had a proper conversation with you." She said playfully

"_Oh you ponies find me too scary to talk to._" Venom replied but with a smile

"Where's Rarity and Applejack?" I asked

"Still downstairs." Twilight said happily and went back inside with me following her.

We came downstairs to see Applejack sitting in one corner and Rarity sitting in another, I still sense tension between the two. Twilight went to her book and checked off scary stories which is starting to get on my nerves because that book is restricting the fun tonight.

"Well girls, next up is S'MORES!" Twilight exclaimed happily and both mares looked up happily as well and got started. Twilight just doesn't notice the conflict between those two but she'll figure it out eventually… I don't when but eventually.

I went to the window and looked outside which gave me a view of rain, lightning and objects flying in the wind. Everything was dark and gloomy outside which made me sigh and release my gaze from the window.

"Some storm huh?" I said to Venom

"_Yes, a terrible one indeed._" Venom agreed

I looked at how the girls were doing and Applejack was roasting marshmallows by the fire and Twilight was helping Rarity with s'mores.

I decided to accompany Applejack by the fire and sat down next to her which made her ask me a question.

"So partner, do ya like Rarity?" Applejack asked

"Great way to start a conversation." I sarcastically replied but thought how I should answer that question especially since she is The Element of Honesty which meant I can't lie my way out of this.

"_Answer honestly and NO LYING!_" Venom yelled

I gave in and replied, "Yes… I like Rarity."

Applejack smiled, "I was expecting you to lie but you answered truthfully."

I looked confused, "Sooo…"

Applejack looked at me, "So it means that she will be your date for the Gala, right?"

I blushed at that but composed myself, "I mean yes but.." I trailed off

Applejack got confused, "But what?"

I sighed, "The day you girls were fighting for the ticket, Rarity gave her reason for why she wanted to go and was to meet Prince Blueblood so that means she already has her… expectations."

"_True but she never met him before so you can't expect that guy to be perfect for her._" Venom said

That got me confused but I decide to question Venom later because Applejack was giving her thoughts on this.

"Well, just because she set her eyes on him doesn't mean you don't have a chance with her." Applejack said

"Huh?" I said in reply

"Ah stink at this but the point is, you shouldn't give up on her Manny, no matter what." Applejack said seriously

I realised that this advice was similar to the vow I made and nodded with a smile. Applejack returned the smile and offered me a marshmallow which Venom snatched it with a black tentacle and shoved it into my mouth which made me chew and swallow rapidly.

"What was that for?!" I asked

"_Hunger._" Venom simply said

"Huh." I huffed out and Applejack composed herself and looked at me for an explanation

"Venom was starving." I said and she nodded in understanding.

"Alright, s'mores are ready!" Twilight announced and I began walking towards the table to take one.

"Let me eat it slowly, please." I said and Venom huffed in response

I took one off the table and began munching on it while Applejack ate her marshmallows and belched out loud while Rarity wrinkled her face in disgust.

"It is rude to interrupt somepony when they're talking!" Rarity scolded

"Well sorry, didn't had time to do that." Applejack replied

Twilight looked at her book and checked off s'mores then announced, "Next up is Truth or Dare!" which made me shudder.

All of us sat in a circle and we began the game with Applejack starting.

"I dare you!" Applejack pointed at Rarity "To let your mane get wet in the rain."

Rarity looked horrified at this and looked at Twilight and me for help but Twilight shook her head and said, "It is a dare so you have to do it."

Rarity walked outside and a couple seconds later came back in with her mane soaking wet and drenched but nonetheless the dare was complete judging from Applejack's smirk.

"Alright then I dare you to wear a puffy and beautiful dress!" Rarity shot back and Applejack gasped but nonetheless came back with a puffy but beautiful dress.

"_That is an image I am not going to get out of my head._" Venom said with a shudder

"Yup." I whispered in agreement and the two mares began quarreling again until Twilight broke it up and announced that we should get some sleep.

While Twilight was reading the book of boredom, I was sitting on the floor and shut my eyes to rest for a little until suddenly my mind started screaming _JUMP! _And that's what I did but not too high and dodged a pillow. I looked at the pillow in shock when Venom started talking to me.

"_That was your Reflex Sense, it is awakening but annoyingly slow._" Venom said frustrated

I heard more pillows being thrown and saw Rarity and Applejack having a pillow war. Rarity was using her magic to stop and launch pillows while Applejack was bucking pillows with her hindlegs and Twilight was in the middle of it, not realising what's happening around her.

Finally, Twilight looked up and saw pillows being thrown from all corners, "Oh I get it, it's a pillow fight!"

As soon as she said that, my mind started going crazy again and I rushed towards Twilight and moved out of the way just in time to be greeted by a high speed pillow followed by an army of them and they drowned me in its big pile of fluffiness.

"_This is actually not that bad._" Venom said amusingly but this time I didn't agree with him because I was suffocating under all this fluffiness.

I emerged from the pile to see Rarity and Applejack still arguing and Twilight was digging through the pillows to find me but realised that I was standing right next to her.

"Thanks for the save." Twilight said and I nodded in response and looked at the two mares who were arguing but Twilight broke it up.

"Girls! Let's call it a night." Twilight said and the mares agreed and we all went upstairs only to realise that there were only two beds.

"Oh, How are we going to sleep?" Applejack asked

Twilight answered that question with no trouble, "I sleep in my bed, Applejack and Rarity share."

"WHAT!" They both shouted and looked at the bed while Twilight looked at me sadly

"Sorry Manny, but there's no more room." Twilight apologised

"It's fine." I said "The couch downstairs is good enough for me."

"Are you sure?" Twilight asked concerned but handed me a spare pillow and sheet

"I'm sure." I responded and made my way back downstairs with my weapons and looked at my opponent that was sitting there in all its glory.

"_Well, get to it._" Venom said

I sighed and made myself comfortable on the couch but stayed awake for a little bit because Rarity and Applejack were having problems with their bed.

"The bed must be neat and perfect." Rarity said but Applejack must've ruined the bed because I heard a _THUMP _and something hit the ground… probably a table.

"_Those two aren't gonna stop you know?_" Venom noticed

"I know." I replied before looking up at the ceiling, Venom must have fallen asleep because he didn't say anything else and I was so lost in my thoughts I didn't anypony come down the stairs.

"Manny?" a voice asked

I jumped at the voice but realised it was just Rarity.

"Oh sorry, I was just lost in my train of thought." I apologised

"No I'm sorry for bothering you." Rarity looked upstairs "But Applejack is hogging the bed so I was wondering if…" Rarity got a blush on her cheeks

I immediately knew what she meant and blushed as well but I got off the couch, "Here you can sleep here." I offered even though it was big enough for the both of us.

"But where will you sleep?" Rarity asked

"Leave that to me." I replied and Rarity climbed onto the couch and I covered her with the sheet which she blushed at the gesture.

"Thank you, Manny." Rarity said and I nodded then took my place on the ground near the foot of the couch and whispered, "Goodnight Rarity."

"Goodnight Manny." Rarity whispered back and we both fell asleep.

_Third POV_

Rarity was sleeping peacefully until a shaking woke her up and she looked around to find nopony in sight. It was cold and dark downstairs because the window was sucking in the cold weather outside.

"What is-" Rarity began to say but the shaking happened again and she realised it was coming from below her.

Rarity looked down and saw Manny sleeping in front of the couch but he was hunkering the front and was shaking like crazy. Rarity realised that he was cold and shivering involuntarily.

Rarity got up and shivered at how cold it was, "Oh my, its freezing in here!" she looked down at Manny and realised something.

"He's doing this for me." Rarity said with realisation "He wants me to sleep peacefully while he endures the cold."

Rarity got back on the couch and used her magic to lift Manny and set him beside her then used her magic to set the sheet just right.

Manny moved a little to her direction and Rarity blushed a scarlet color on her cheeks but moved herself closer to Manny until they touched and Rarity snuggled against his coat and with scarlet colored cheeks, she fell asleep and never felt better.

_Manny's POV_

I woke to the sound of a lightning strike which made me open my eyes and look around only to realize that I was on the couch. That got me confused because I was sleeping on the floor when I gave the couch to Rarity… wait a second. I felt something brace the right side of my coat and looked over and blushed like crazy. Rarity was sleeping next to me with her head against my leg and her whole body was braced against me for warmth, I was still wondering how I got on the couch in the first place though. Another flash of lightning and a clap of thunder erupted and echoed through the library and it has awoken Rarity.

"AAHH!" Rarity screamed but realised it was just thunder and looked around the library to make sure it was in one piece then she looked at me. Rarity and I stared into each others eyes yet again but a massive lightning bolt struck just outside the library and we both snapped out of the daze and blushed at our actions.

"How did… I end up on the… couch?" I stuttered out

"Well I woke up… and saw you were shivering… so I… put you next to me." Rarity explained while blushing a deep red

I was about to give my opinion on that when I heard a loud _SNAP!_ and turned my head to the window to see a neighboring tree was slowly tilting towards the library which meant it was going to fall towards us.

"Go wake up Twilight and Applejack, I'll try to stabilize the tree." I told Rarity

"Be careful, Manny." Rarity said before running upstairs and I ran outside to secure the tree which began tilting more and more to the library. I approached the back of the tree and used my hooves to try and pull the tree back into place but I'm only slowing down its fall.

"Wake up, Venom!" I growled as I pulled with all the super strength I had.

I felt him stir within me which would have freaked me out if I wasn't preventing a giant tree from falling onto my friend's home and thank Celestia he responded.

"_What did I miss_?" Venom asked tiredly

"Oh so you don't see the tree I am trying to prevent from crashing into Twilight's house." I sarcastically said as I strained to hold the tree which was slowly starting to increase its speed on its fall because I was losing my grip on the wet bark.

"Can you help out please?" I forced myself to ask politely even though I wanted to scream it at him to get it through his skull or my skull?

"_Fine but I don't think it would make a difference_." Venom replied

Before I could reply, the tree was suddenly yanked out of my hooves and I fell face forward into the dirt but I heard a loud _CRASH! _Which meant the tree has accomplished its mission of making my life more miserable.

"Your strength definitely would have made a difference." I said as I got back up on my hooves and wiped the mud off of me but unsuccessfully made myself clean.

"_You are embarrassing us, just stop._" Venom said irritated and retreated into my mind, probably out of boredom or he wants to figure what he missed while he was asleep.

I ran back into the house to make sure the girls were alright but instead I was greeted with the sight of cleanliness and neatness, the tree was gone and the window was closed, which meant that the tree must've hit through the window because there would've been a massive hole in the wall.

Twilight was the first to spot me and ran up to get me a hug but saw how dirty my coat was and forgot about it.

"Manny! Are you alright?" Twilight asked concerned

"Ya I'm okay." I responded then looked at Rarity and Applejack who conversing nicely with each other without any arguing.

Twilight followed my gaze and smiled, "They finally settled their dispute between each other so now they are back to being friends."

"That's a relief." I said and sat down to regain my thoughts until Venom came back with the news.

"_YOU SLEPT WITH RARITY!_" Venom yelled in disbelief in my mind which made my brain want to explode.

"It wasn't my fault!" I whispered

"_Hmmm, fine_." Venom gave in and went silent after that

"Hey Manny!" Twilight called me "Come play a game with us!"

"Might as well." I said and we played a guessing game and after a while, we decided to catch some rest to makeup for the sleep we lost.

I took my position back on the couch and pulled the sheet over me and closed my eyes but was awoken by someone's voice, "Manny?"

I opened my eyes to realize it was just Rarity and took a guess, "Applejack still hogs the bed?"

Rarity nodded, "Even though we are back on good terms, she still hogs it so I was wondering…"

I don't know what came over me but I got up from the couch, scooped up Rarity, set her on the couch, covered with the sheet and took my place at the front of the couch.

Rarity was in shock and blushing like crazy with what just happened but when she saw me rest on the floor, that was when she put her hoof down.

"Not this time Manny, I want to sleep peacefully." Rarity ordered and before I could figure out what she meant, I was suddenly lifted up by Rarity's magic and set beside her and she snuggled up against me with scarlet-colored cheeks which I matched but nonetheless slept better than I have before.


	10. Chapter 9: Bridle Gossip

"_When was the last time you cleaned this place?_" Venom asked me "_It is in a mess._"

"It's not my fault, I haven't been here for a while." I replied while I swept up some dust underneath the living room couch and put it in the dust pan.

"_Well get cleaning then._" Venom said and sometimes I wish I could just rip him out of me and dump him in the fire just to solve my problems. I cleaned the place up a little bit more and dusted out the pictures on the wall until my eyes rested on a family photo that had been taken when I was a filly, with my parents and some… zebra?

"I don't remember her from my childhood." I said confused at the reason why she was in the picture and Venom pitched in with his opinion.

"_Could be a family friend perhaps? Because she must have been really close friends with your parents to be with you in that picture._" Venom noted and that gave me an idea.

"What if she knows something about their disappearance, I could finally get answers!" I exclaimed but Venom had to ruin it.

"_So you're telling me that you have been living in this house for goodness knows how long and you never bothered to check your pictures and put two and two together._" Venom said slowly as if wanting my brain to process his words.

"Hey its not my fault, I don't even have a good memory of my childhood." I defended myself and Venom decided to drop it and ask another question.

"_So we have a suspect but where do we find her?_" Venom asked and it made me think hard before I looked at the picture, turns out the picture was taken in front of the one and only… Sugarcube Corner.

"I think we know where." I said and Venom nodded, "_First, finish the job_." he said which made me look at the dusty place and groaned out loud.

"_You have a healing factor, it will be awhile before fatigue kicks in_." Venom ordered me to suck it up and clean my house up.

After thirty minutes, everything looked flawless and clean with the bathroom sink shining, the mirrors clean and the couches spotless, I grinned at my work.

"Well that was good." I said and wiped the sweat off my head before putting the broom up, opening the door and made my way to Ponyville.

"_So how are you gonna do this? You can't just walk up to her then strangle her for answers although I would like to do that_." Venom noted and sounded amused

"She will most likely know my name since I was in the picture so all I have to do I guess is to tell her my name and hope for the best." I replied and was hoping my prediction for the encounter went something like that.

"_I'm gonna bet five bits she will ask you who you are before you introduce yourself._" Venom said happily as they strolled out of Everfree Forest and wandered into Ponyville.

"I'm not going to take that bet." I said and walked into town finding it… empty.

"Where is everypony?" I asked aloud and looked around finding not a single pony in sight.

"_Mmm walk around for clues and watch for anything out of the ordinary._" Venom suggested and I decided to go with that and began walking around town until I arrived at the town square near The Carousel Boutique. I was about to ask something else until Venom spotted something, "_There!"_

I looked in the direction Venom forcefully put me to look at and saw a pony in a hooded cloak, pawing at the ground as if he or she is looking for something.

"_Let's ask that pony what they are doing_." Venom suggested and I took a deep breath and began walking towards the mysterious figure who didn't seem to notice my presence until I was right behind the pony.

"Hi." I greeted and I was greeted back with yellow eyes which made me flinch a little but composed myself, the pony took off their hood to reveal… a zebra!

"Beware, Beware pony folk for those leaves of blue are no joke." She warned us which made me confused but nonetheless introduced myself to her.

"My name is Manny and I-" I started saying until I noticed the zebra's eyes widened dramatically in size.

"M-Manny? Is that really you?" She asked in awe which I nodded and I received a bone crushing hug which my healing factor got me out of.

"I can't believe it after so many years…" She muttered as she released me and grabbed my face and began looking over me like I was a trophy. "You have grown!" she exclaimed

"I recognize you from a family photo, who are you?" I asked and the zebra introduced herself, "I am Zecora."

"Well, nice to meet you Zecora." I said politely then looked around to see the place still empty "Where is everypony?"

Zecora sighed, "They are all afraid of me, everytime I stroll into town, they hide from me as if I am the disease in this crowd."

"Well that's messed up." I said angrily and Zecora noticed this and put a hoof on my shoulder to comfort me.

"You can't blame others for what they think, the best you can do is move on." Zecora said in a soothing tone which made me calm down and I took a deep breath before talking again.

"Do you know what happened to my parents?" I asked and Zecora looked around before responding, "Not here, too many eyes and ears, come follow me back to my home and I will tell you there."

"Alright." I said and followed Zecora who began talking about her life and how she managed to deal with my parents' disappearance.

"_We are being followed._" Venom said which made me look back to see a little filly with a cream colored coat and a cherry colored mane with a big red bow in her mane. She froze when she saw me looking at her but I gave her smile, "Hello there little one, what's your name?"

She looked extremely nervous when I asked the question but she introduced herself, "Mah name's Applebloom." she said

"Well my name's Manny, nice to meet you." I said and I held out my hoof and she shook it with a smile before gasping out loud.

"You are the one who defeated Nightmare Moon with Venom!" She exclaimed happily and then looked at my flank and gave me a confused look.

"You don't have a cutie mark?" Applebloom asked which made me look at my flank to see a just a normal coat of chocolate fur so I shook my head.

Zecora stepped forward, "So Applebloom, why were you following us?" She asked and Applebloom started sweating nervously and probably in fear.

"Well Twilight said if anypony would approach you, they would find out the truth about you so I came to find out the truth." Applebloom explained

"So the girls are afraid of Zecora, that is not a good thing much less to-" I said but stopped when I saw a tree in the distance that had something carved on the bark and started walking towards it.

I stepped through a field of blue flowers and Zecora yelled me a warning but I was walking in a trance as I continued on my way to the tree as if it were speaking to me. Venom was speaking to me either because he seemed to get why the tree looked so… unusual.

I reached the tree to see a carving of a triangle with an eye in the center of it as almost if it was staring at me, within the eyes seemed like a hole in the shape of a circle almost if its a keyhole.

"_Interesting, let me see if I can pick it._" Venom suggested and out from my body came Venom's tentacle that inserted into the keyhole and began working on it but after about five minutes, nothing happened and Venom retracted the tentacle.

"_Blasted, its well made._" Venom cursed and I looked at the mysterious triangle closely.

"I wonder who made it? Much less made it impossible to pick." I observed and Venom agreed with me on that mainly he wants to throttle the pony who created this because it's the one thing Venom can't do.

"Let's leave it for now and come back another time." I suggested and began walking back to where Zecora and Applebloom should be but they were gone.

"Where did they go?" I asked and Venom responded with something totally irrelevant to my question.

"_What are you standing on?_" Venom asked which made me look down to see I was standing in a field of blue flowers.

"I have no idea." I said "Didn't Zecora warn us about these or something like that?"

"_Beware Beware pony folk for those leaves of blue are no joke._" Venom recalled "_Do these flowers make us laugh or something?_"

"We'll figure it out later but now let's head to Zecora's home and get some answers." I said and began running deeper into Everfree Forest until I came across some strange totems that had a scary aura to it but somehow I wasn't affected by it. I kept on going until I came across a tree that was surrounded by totems and had strange flowers surrounding the trunk of it.

"_Very odd place to live in I'll say_." Venom noted as we approached the door and I knocked on the door and waited. A couple seconds later, the door opened to reveal Zecora and she smiled when she saw me then got a serious look on her face.

"Where did you go?" Zecora demanded me and I explained to her the strange symbol on this tree and how it gave me a familiar feeling. Zecora thought to herself for awhile before replying, "Probably the aura of it, they are many strange things in this forest."

"Tell me about it." I said and then looked at the setting sun which was disappearing behind the trees.

"You can sleep here for the night." Zecora offered which I accepted and was led inside to see brews, potions and totems everywhere, also the giant cauldron in the center of the room.

I looked at Zecora for an answer and she simply said, "I am an enchantress, Manny." which I responded with an intelligent "Oh."

I looked around and decided to make myself comfortable as Zecora went upstairs to sleep, I walked around until my eyes rested on a couch and last night's memories came back with a vengeance.

I plopped down on the couch and stared at the ceiling and let myself drift off into the dream realm.

_The Next Day_

I woke up to the sound of a pot stirring which made me sit up and rub my eyes only to find Zecora stirring the cauldron with a giant spoon.

"_About time you got up_." Venom said impatiently with his same annoying attitude.

I got up from the couch and approached Zecora who turned and greeted me, "Good morning, Manny! Did you sleep well?" she asked

"Ya, no dreams for some reason." I replied and my stomach growled loudly, which made me wonder when was the last time I ate something.

Zecora laughed when she heard my stomach grumble, "You must be hungry, here I made some soup for you." She went to a table that had bowl on it and gave it to me.

"Thanks." I said and began drinking it while Zecora looked at me intently which was starting to creep me out a little bit.

"Who is this Venom?" She asked me and before I could respond, Venom came out of my body and faced with his scary face.

"_I am Venom_." He said and Zecora shrieked in surprise before examining me and Venom with wonder.

"So how did you and Venom… meet?" Zecora asked in wonder and we both took turns explaining the experiment, my healing factor, my enhanced abilities and the fights we had together.

Zecora was still trying to soak in the fact that I am basically not the average Equestrian Citizen but suddenly her eyes lit up, "I have to test something on both of you!" she yelled and ran into a room to get goodness knows what. Venom returned back into my body and asked, "_What do you think the test is_?"

"I don't know." I replied and finished my soup just as Zecora came back from the room she was in and was carrying a strange set of devices that I have never seen before.

"What are those?" I asked and Zecora responded immediately, "These are devices the doctors use to scan a patient's body otherwise known as an MRI scan." she explained

"Why are you going to give me an MRI scan?" I asked confused

"So I can see the cells that contain your enhanced abilities and further research it." Zecora said excitedly as she began setting up the machines in different corners of the room.

"_Hmmm an MRI scan, never heard of it._" Venom said which made me roll my eyes.

"We've been in the hospital, idiot." I whispered which made Venom snarl and made me smirk.

"Okay! I need you to stand right here." Zecora said as she pointed it out with her hoof so I went and stood where she wanted me too and she scrambled around her device.

"Now what?" I asked and Zecora replied with a reassuring, "Give me a second!"

_Third POV_

Outside Zecora's hut was Twilight, Fluttlershy, Pinkie Pie and Rarity but they were different than usual. Twilight's horn was droopy and coated in blue spots, Pinkie Pie's tongue was stuck outside of her mouth and it was orange with blue spots, Rarity's coat was like a shaggy dog and Fluttershy had a stallion's voice instead of her own.

"Oh my, that is horrible." Rarity said when she looked at Zecora's hut.

"Indeed it is." Twilight agreed with her as she passed a creepy totem and the others followed her as they headed towards one of the windows of Zecora's hut and peeked in. They saw a giant cauldron that was boiling and steaming and saw Zecora setting up some strange devices all over the place.

"Dou dee Twahlit!" Pinkie Pie spat out but her messed up tongue ruined what she said but it meant 'Do you see Twilight!'

Pinkie Pie then went to Fluttershy and pleaded her with childish eyes which made Fluttershy sigh and in her male voice she said,

"She's an evil enchantress,

She does evil dances,

If you look deep in her eyes she put you in trances,

What will she do,

With her fancy new brew,

She'll gobble you up in a big tasty stew,

So watch out."

As Fluttershy sang the song, Pinkie Pie emphasized it by dancing to it and after they were done they both looked at Twilight.

"Do you see, Twilight, she's evil." Rarity said and the girls looked through the window and gasped because they saw… Manny.

"What is Manny doing here?!" Twilight asked

"That explains why he wasn't here this morning!" Rarity exclaimed in realisation

They watched as Zecora directed Manny to a spot and she went to a screen and hit a button and all they heard was Manny's scream.

_Back to Manny_

I waited in my spot for a little bit until I saw Zecora standing near a button and she looked at me and said, "Ready?"

"Yes." I replied and prepared to see my results but all of a sudden, extremely loud sounds began hitting me with full power and I began screaming in pain and Venom was screaming in pain and I could feel him messing with my face as me and him began clutching our head and yelling for her to stop. The noise continued and my legs went numb and I fell to the ground screaming for her to stop until finally the noise stopped and I laid there, sweating and panting.

"MANNY!" a voice yelled and I clutched my ears and groaned in pain, as almost if somepony was shouting in my ears, I rolled in agony and I could hear crashing noises and yelling but I was in too much pain right now.

"_AAAARRGGHH!_" Venom groaned in pain as he shifted and clicked in my head which made me feel like a clock.

I slowly began to get back into reality and I sat up to the girls confronting Zecora and they did not seem happy at all. Everything around me like it was moving as if I were in jello, the sounds and my surroundings all looked like it was coming from miles away. I stared at the ceiling and felt myself lose consciousness and the last thing I remembered was the girls yelling my name.

_A couple of minutes later_

"_Manny, wake up!_" Venom said over and over again until I felt my mind reboot itself and came back into the world, I opened my eyes to reveal that I was lying on a bed and was in a room filled with candles and totems… had to be totems of all things. I got up and felt no pain but the memory was still fresh and I shivered a little at the feeling.

"_That MRI scan was based on high frequency sounds._" Venom growled "_But it was technically our fault since we didn't tell her our weakness at the time._"

I got out of bed and headed to the door and felt a little light-headed after the ordeal but still in one piece.

"I mean I know sound is deadly to me, but I didn't realize how deadly." I said as I opened the door and went downstairs.

"_Now you know, sound is more dangerous to you than before, what do you think fire will do to us._" Venom said and I have to admit, I shivered a bit when I actually took it into consideration.

I reached the first floor to see that nopony was here and the devices were taken off the walls and set on a table where a screen was displayed showing my body but x-rayed and showing all the cells in my body which was a little freaky.

"I have no idea what I am looking at." I said cluelessly and Venom agreed with me on that before we heard some talking coming from behind a door to our left. I steadily approached the door and opened it, and what I saw was the girls taking a bath. They stopped what they were doing and stared at me in which I hastily said, "Sorry! My bad!" and shut the door.

"_Real smooth genius_." Venom grumbled and I was busy trying to calm myself but somepony had to check if my heart was functioning properly.

"Manny, are you alright?" Zecora asked coming into view

"Ya, I'm okay." I replied and she gave me a hug and sobbed a little.

"I'm sorry! I'm sorry if I hurt you!" She apologised and I gently patted her back to calm her down.

"It was technically our fault because we didn't tell you our weakness so don't worry about it." I said to her and she nodded before asking, "Anymore weaknesses I should know about?"

"Fire." I replied and Zecora nodded in response, just then the door to the baths opened and the girls came out and began hugging me.

"We thought you were gone, partner!" Applejack said as she gave me a hug

"Ya! You were all screaming and Venom was screaming too so we thought you were in trouble!" Pinkie Pie said

"No, I'm fine it was just an MRI Scan which happens to be a sound-based test so." I shrugged

"Well, I'm glad you're okay." Twilight said with a smile which I returned before asking, "Why were you all taking a bath?" I asked confused

The girls explained to me the poison joke problem that they had and they thought Zecora had cursed them.

After the long explanation I looked at Fluttershy, "So you had the voice of a stallion?"

Fluttershy looked down in embarrassment but nodded in response.

"Well that was… unexpected." I concluded and everypony nodded at that then I turned to Zecora.

"So what are my results?" I asked and Zecora replied, "I will have to look into it and determine the outcome but it should be soon."

Everypony was quiet before Rainbow Dash broke it, "So now what?" she asked and Twilight answered her question, "We best head back to Ponyville, it's getting dark."

We all said our goodbyes to Zecora and she gave me one last smile before closing her door and we exited out of Everfree Forest. Slowly the girls wished each other goodnight before heading home until it was just me and Rarity left.

"_Don't ruin the moment_." Venom warned me and I took his word for it.

"How worried were you when you didn't see me this morning?" I asked Rarity and she looked at me and replied, "Very worried, I thought you disappeared again."

We continued walking until we reached The Carousel Boutique and I opened the door for Rarity who blushed at the kind gesture and she looked into my eyes while I lost my focus in her beautiful sapphires, "Goodnight." she said and I wished her a goodnight before heading home but sadly it had begun to rain… heavily.

"_We better get back before this gets worse._" Venom said and I couldn't have agreed more. Venom gave me his symbiotic wings and we took to the air, wobbled a little bit but nonetheless flew home.


	11. Chapter 10: Canterlot Trouble

I decided to head back to the tree where I saw that strange symbol and somehow it brought back something from my past but I couldn't figure it out. Me and Venom have been getting along quite well over the past few days but sometimes his ego can get the best of him.

"Alright buddy, you ready?" I said to myself as I walked out the door and locked it.

"_Yes but don't call me 'buddy' it makes me feel like an animal_." Venom grumbled and I smirked at that, "Oh so you have feelings huh?"

"_Why all living things have feelings Manny, so to answer your question it's a yes_." Venom responded and I decided to change the topic, "Since you're in my head, can you look through the memories of my past?"

I must've caught him off guard with my question because right now I am getting many hints that all lead to something I can't physically remember. Venom thought about it before replying, "_Yes I can but why do you ask?_"

"When I stared at that symbol, I get the feeling like I should know what it is but its not coming to me." I explained as I walked through Everfree Forest, stepping over roots that grew onto the path to mess with ponies.

"_So you want me to look through your memories to see if you have seen it before?_" Venom clarified in which I nodded in confirmation for what I want him to do.

"_I can't look through memories you can't recall, Manny so that's out of the box_." Venom said sadly and I kicked a tree so hard that I launched it out of the ground and it went flying through the forest before crashing down. Why was it so hard just to remember something that can get me to my parents? Why did my life even have to start out like this?

Venom must've sensed my frustration, "_Manny, lets just go to the symbol and take it from there? You said you got a feeling when you looked at it so I might be able to investigate it._" he said hopefully

I grumbled out a 'ok' and walked towards the location of the tree, none of us said anything because my friend sensed how angry I was and wisely kept his mouth shut. I thought what the girls were doing today, probably having picnic or something.

I arrived at the path to Zecora and took a right through the poison joke flowers because they don't do anything to me and soon we arrived at the tree with symbol on it. The triangle surrounding the eye in the middle seemed to stare at me as I stared back at it with curiosity. I waited for the tingly feeling to return but got nothing so I continued to look at it and tried to connect it to my memories or anything that my mind would scream familiar but got nothing.

"_Hmm, I am not getting anything, try thinking about your past like when you were young._" Venom suggested and I sighed, "Alright but I don't know what good it will do."

I focused on my childhood life and began looking for something that I did with my parents, swimming with them in the lake, eating dinner, making a recipe for disaster. I don't know why that one came to me but I can't afford to lose focus. I searched all the memories I can remember but nothing came to me, nothing related to this stupid symbol carved on the tree in front of me.

"ARGH!" I shouted in anger and frustration and stared at the ground in defeat as I wondered why I couldn't get that feeling anymore.

"_Don't worry we'll figure it out eventually_." Venom assured me but I'm pretty sure it went in one ear and out the other. I was busy thinking about this symbol before I got this tingly feeling in the back of my mind and I shot up in an instant. I received one word in my mind that was loud and clear, DANGER.

"_There is trouble, it is coming from Canterlot._" Venom reported which made me confused, "How do you know it's from Canterlot?"

"_Whatever you receive, I can break it down further to get more information from it._" Venom explained and I got up, "Well let's go see what it is." Venom gave me his wings and we flew to Canterlot. Thankfully, we had some flying practice which made getting the hang of my new accessories but still I swayed a little from being so high from the ground.

"So what is the threat?" I asked while flying through the clouds and enjoying the feeling of being able to fly.

"_I am not entirely sure but the threat was imminent and can deal a lot of damage if we don't do anything about it._" Venom said as we flew for a while until Canterlot came into view but the city looked fine.

I looked around but saw nothing out of the ordinary, "Are you sure we are in the right area?" I asked because there was nothing wrong with the place.

"_Where are the citizens? Isn't it usually crowded in the morning?_" Venom said confusingly which made me agree with him when I looked through the city, there was no one in sight. I landed in the city and looked around but saw nopony in the area… must be hiding from something or someone.

"_Wait… do you hear that?_" Venom asked and I listened but heard nothing until the ground shook beneath me as almost if someone massive is coming this way.

"What was that?!" I asked aloud and my answer came into view from behind a building and it was a massive robot.

This thing was twenty feet tall and made of a strange blue metal that encased its inner core. It had buffed out armor that made it look like it was built for defense instead of offense. It had red eyes and an energy reactor in the middle of its chest that glowed like the sun itself except without the heat. It looked at me and raised its arm which transformed into a cannon and fired, Venom pulled me out of the way with his black substance and transformed me into his form as we looked at our opponent who began speaking.

"TARGET ACQUIRED...TARGET MUST BE DESTROYED." The robot spoke in its voice which sounded cool to me but still we had to take him down before he could destroy the city.

Venom and I roared and charged the robot who tried to throw a punch at us but we ducked underneath it and delivered a powerful strike to the kneecap which made it fall on to one leg, then we uppercutted him which sent him flying back. The robot got back up and got into a fighting stance, we charged with intent to dismantle him but he spoke something we didn't understand until it was too late.

"PHYSICAL IMMUNITY ACTIVATED." The robot said and a yellow hexagon force field appeared around it and when we charged to deliver our hit, we punched the force field and got bounced back until we slammed into a building which had a family inside. The parents screamed in fright at our appearance but the foal was looking at us with awe.

"_Sorry about your house._" Venom apologised and the parents just nodded while still staring at us in shock that we had managed to crash into here. The foal ran up to us, not scared of Venom's massive teeth, and smiled, "Cool! I can't believe I get to meet a superhero!"

I smiled at this and patted the kid on the head before looking at the robot who still had his force field up and raised a cannon at us. We turned to the kid and said, "Gotta go." and we jumped at the robot and smashed into it which threw it off balance and it landed on the ground with a THUD!

I looked around and saw a huge slab of stone that was chunked out of the ground and Venom got the idea of what to do with it, we picked it up and charged the robot who was standing up and slammed it on his head really hard which made him fall back down. We went to deliver a kick but the robot activated its force field with the same voice and we got slammed back and created a trench through the ground.

"It's definitely more of a defense than an offense." I said as we struggled to get up.

"_He is very strong, whoever built him was smart with his weapons._" Venom agreed as we got up but the robot raised a cannon at us and we prepared for the worst but all of a sudden, a blue beam of magic hit the robot and it went right through its shield and slammed into his chest. Somepony landed on our left and we looked to see it was Princess Luna!

"You need help?" She asked and we got up without any trouble and looked at her, "_Where is your sister?_" Venom asked completely dismissing the question.

Princess Luna gestured to the direction of Ponyville, "Went to have a social gathering with her ponies, obviously oblivious to this… monstrosity of a machine." then she looked at us, "Where's Manny?"

Venom retracted only his head to reveal my head, "Hi" I said and she looked at me with surprise before composing herself, "I will have to get used to that."

The robot started to get up and we looked at it as it faced us and got out a cannon on his left hand and an electrical wire on his right hand. "SYSTEM SET TO ANNIHILATION, MUST DESTROY ALL BEINGS WITHIN AREA." The robot said and we both looked at each other, nodded and charged the robot together.

Princess Luna took the sky and began shooting magic beams at the robot which made it shoot at her with its cannon but she is more agile than she looked. We on the other hand took the robot from the ground and began pounding it with strong punches and dodging the electrical wire.

The robot than said something after another magic beam hit it and broke its eye, "ENERGY IMMUNITY ACTIVATED." and when Princess Luna shot another beam at it, it connected with the shield but not the robot.

"I got an idea!" I said within Venom "When the robot said physical immunity it probably meant we can't harm it with punches but only with magic, when it says energy immunity it can block magic but not punches."

"_Yes, let's do it_." Venom said and together we charged and jumped onto the robot's head and just like my prediction, we went straight through the shield without any trouble and began ripping the armor out of the robot's frame. The shield went down and the alicorn began shooting her magic beams again at full power which blew the robot's right leg and we took it and began slamming it in the robot's chest like a giant hammer pounding a nail. Princess Luna then casted a spell which was probably a spell that made her stronger because she swooped in and kicked the robot so hard, it broke its arm off. We decided to end this fight and we grabbed the robot's electrical wire and and drove it straight through its chest until it was shaking and shaking and then… it shut down and became lifeless.

Venom retracted back into my body and I was panting with exhaustion but soon it healed as Princess Luna landed next to me and looked at the robot, "Where did it come from?" she asked and I walked up to the machine ignoring the sparks that still burst from the wires. I looked at the wreckage until my eyes rested on a plate that was wielded on the chestplate 'Sentinel.'

"It's a sentinel." I said as I placed my hoof on the name tag and Venom came out of my body and looked at it, "_Indeed it is but more advanced._"

Princess Luna looked confused, "What do you mean more advanced?" she asked and Venom faced her as I turned to her, "_Sentinel is another word for soldier, I am not exactly sure who creates these machines but whoever they are, they are capable of making doomsday possible._"

I shuddered at the idea of the end of the world talk we were currently having but like it or not, we were discussing it, "So what do we do with the sentinel?" I asked as all three of us looked at the massive hunk of metal.

"I will take it to the castle, maybe the scientists there can tell us more." Princess Luna suggested and when we went to pick it up… the robot came back on.

Princess Luna readied her horn with magic and Venom gave me his fists for physical combat but the robot spoke and it wasn't its voice, "So you think you won?"

I recognized that voice and so did Venom because he snarled and spoke in an angry tone, "_Quetzo._" Princess Luna widened her eyes when she saw our expressions at the sound of the voice.

"Give me one good reason why I shouldn't rip you apart for what you did to me." I said in a dark tone which made him chuckle.

"Easy and we will get to that shortly but all of you may win the battle but will lose the war since I have plenty of plans in store." Quetzo said and Princess Luna got tired of his games.

"Show yourself!" Princess Luna shouted "If you think you can stand up to us, then face us coward!"

"You bargain for than you can ask, when you face me, you will experience an all new level of pain and suffering. Why join with your sister when you can be much more than what you are now?" Quetzo said and Princess Luna faltered at the chance to retort.

"_Do not listen to him! He will kill you as soon as your back is turned_!" Venom warned and suddenly all three of us heard a voice shout, "Luna, Manny!"

We turned around to see Princess Celestia, the girls and a couple of pegasus guards running towards us and soon they caught up to us. Princess Celestia hugged her sister and the girls came and started asking me questions about what happened.

"Aww how touching, it's a shame it will all end soon." Quetzo said and everypony looked at the robot.

"Who is that?" Applejack asked and I answered that question, "Quetzo is speaking through the robot, the bastard who experimented on me."

"_Surrender now, this is your last chance because we won't ask a second time._" Venom snarled and Quetzo laughed, "Oh you think you have bargaining power over me, no no nooo we are just getting started."

"Alright, then come show yourself and you'll see how fast we end it!" Rainbow Dash yelled and everypony nodded and looked determined but Quetzo just chuckled, "Oh I wouldn't want that to be your last words, come find me if you wish but fight me and you will die." He said in a dark tone then the robot began starting a countdown, "Self destruct sequence in 10, 9, 8…"

Princess Celestia turned to her subjects, "Get out of here, now!" she shouted and everypony began running and the alicorns flew to take them away but I ran to the robot and Venom created a thick black shield around us and the robot as it began counting down, "6, 5, 4…"

The girls must've realised I was not with them and they turned around and gasped at me and Rarity began running to me, "MANNY!" she cried out with tears in her eyes. Me and Venom gave her a smile before "3, 2, 1" the robot exploded into a massive electrical explosion in the shield we made to protect our friends.


	12. Chapter 11: Winter Wrap-Up

Darkness… that was the only thing I was looking at right now. No sound, no ponies, no nothing not even a living soul. I was floating in an endless expanse of darkness with absolutely nowhere to go except the way it was taking me, I tried to move but my entire body was numb and I felt like if I was burning up from my body temperature.

"Hello?" I called out to the darkness and it echoed throughout the endless void of nothing. I looked around but saw nothing at all but suddenly a light illuminated in the distance in front of me which made me squint to focus on it as it was getting brighter and brighter but then I realised that it wasn't getting brighter… it was getting closer.

I tried to run away from it but I couldn't move no matter what I did but as the light got closer, I felt more peaceful and more calm as if this wasn't a threat to me at all. The light got closer until it was about ten feet in front of me and suddenly I was thrusted into an endless tunnel of colors which made my jaw drop until I appeared in the middle of an area with a lot of trees around me. I looked around until I realised I was in Everfree Forest, well somewhere in Everfree Forest, I scanned my surroundings hoping to find anything familiar but I saw nothing that triggered a memory.

"Why did you bring me here?!" I called out but again got no response and I walked around until I trudged off into the unknown. I hopped over trenches, climbed trees to see for civilization and ate some fruit but still found nothing.

"Umm I don't know why I'm here but there is noth-" I began saying but stopped when my eyes rested on something that was shining in the distance. I squinted but I still couldn't see it so I began running towards it, dodging through trees and jumping over more trenches until I reached another open valley and the object was a crystal. It was an emerald crystal that was in the shape of a cylinder with a knob on one end for somepony to hold it.

I walked towards the crystal and touched it, instantly I was thrown back into the black abyss, floating aimlessly through the void.

"Alright, who are you?!" I shouted, hoping this was somepony fooling around with me and my question was answered when a voice spoke to me and it was soothing, "Don't worry young hero, you will find a way."

As soon as she finished I was pulled out of there and everything went black.

When I opened my eyes, I was in a white room and lying in a bed, my coat felt like it was burning from something as I struggled to sit up. I looked around and realised that I was in a hospital, a very fancy and neatly organized hospital. I tried to stand up but barely managed to pull it off when I began to wobble before gaining control of myself.

"_About time you woke up_." a familiar voice said in my head and hearing it gave me a headache.

"Venom is that you?" I asked and the voice grunted, "_Who else is it going to be_?"

"What happened?" I asked as I walked around the hospital at a slow pace and looked outside the nearby window which showed me Canterlot which got me confused as to why I was here and not in Ponyville.

"_We took the blast when the sentinel exploded but you blacked out after we took it so our friends brought us here to recover_." Venom explained which answered my question and I began walking towards the door until it opened and a pony in a nurse's outfit came in. The mare had a white coat, pink mane and blue eyes also her cutie mark was a red heart with smaller hearts surrounding it.

She looked at me and her eyes widened, "Oh my! Are you alright?" she asked as I tried to walk toward her but I lost all feeling in my legs and began falling but Venom supported me with his black substance. The nurse looked shocked at this and steadily backed up a couple of steps, "Umm… are you alright?" she asked again and Venom answered for me, "_Manny is a little tired_."

The nurse nodded but still fearful of my friend as she approached me and set me back on the bed, "You need sleep, Manny, rest." she commanded and I had to obey the order and I drifted off into wherever my dream will take me.

I must've had a short nap because when I woke up, lunch was served. I sat up with the urge to sleep completely gone but felt a little sore from the lack of movement. I looked at the platter that was set on the table in front of me, a daisy sandwich plus a yogurt and some salad.

"Oh well, can't complain." I shrugged and began eating until Venom appeared beside me with his connected-to-my-body form and looked at me while I ate my daisy sandwich, "_I sense that you experienced something while you were unconscious, care to tell me what is that?_"

I swallowed the bite I chewed up before replying, "I was floating in… emptiness until I was suddenly in Everfree Forest where I saw this crystal that looked like a key, then I heard a voice that told me, 'Don't worry young hero, you will find a way.' and after that I woke up and here we are."

Venom was thinking and processing what I just told him so I continued eating before he responded, "_I don't know who could have spoken to you but for now let's just focus on getting back to Ponyville, our friends are waiting_." I got the feeling he was hiding something but I dismissed it and finished up my lunch just in time for the nurse to come in and check up on me. She entered the room and looked at me with a smile, "Hello Manny, are you feeling alright?"

I pushed the table away from me and got up, "I feel like I never took an explosion to the chest." I said and the nurse laughed a little before introducing herself, "I am Nurse Redheart, I heard a lot about you Manny, the pony who teams up with Venom."

"Yes that's us." I confirmed and Nurse Redheart looked at her notepad and said, "Oh good! The Princesses want to see you!"

I walked to the door and began making my way down the hall making turn after turn and thinking about that key I saw, "Hey Venom, do you think that key I saw might be the one to the tree?" I asked and Venom replied, "_There's only one way to find out, do you happen to know where it is?_"

I shook my head and turned another corner to see a white unicorn with a golden mane walking towards me with an aggravated look on his face, he looked like one of the royal family due to his appearance. He looked at me with a confused expression then it turned into realisation, "So you are the one my aunts are talking about."

I didn't like the way he said that, he sounded jealous and I mean real jealous, "Uhh depends on the description."

"They said your name was Manny and had a companion named Venom, both of you defeated Nightmare Moon, bear the Element of Perseverance and defeated the Sentinel as it blew up and both of you took the hit." He spat everything out like it was bitter to his tongue.

"Yes that is me." I put some stern into my tone because I could tell this guy was just asking to get smacked, "_Yes, definitely_." Venom agreed

"Well I am Prince Blueblood, Princess Celestia's nephew." He said proudly and puffed out his chest to make himself look bigger but I was still close to his original height but it won't take me long to go biped form and show him who's bigger. "_This is Blueblood, hmph I was expecting a little skinny brat_." Venom huffed in disappointment

"Well Blueblood…" I started to say but he interrupted, "Prince Blueblood to you, commoner." Now I was on the verge of throwing this garbage in the dumpster, "Well Blueblood, be glad that I don't kick your flank all the way to Manehattan for having a big ego about your stupid title."

Blueblood glared angrily at me before walking off and said, "You will regret this…" until he walked out of sight.

"Idiot…" I mumbled and a voice responded, "Pardon?" I jumped in surprise and hit the ceiling literally and landed back on the ground to see Princess Celestia and Princess Luna standing there with a confused look, "Oh not you! I was talking to Blueblood, he's worse than I thought."

Princess Celestia nodded in agreement, "He has been… arrogant lately but I'm sure he'll get over it once I talk to him."

I was sure that whenever Princess Celestia scolds him, it just goes in one ear and out the other.

Princess Luna looked at me with concern, "Are you feeling alright?" she asked and I nodded, "Yes, I am fine, for now."

"That was a nasty hit you took, luckily there were no casualties." Princess Celestia said with relief and I tried to recall what happened but it came up blank for some reason.

"What happened?" I asked and Princess Luna explained, "We turned around to see you and Venom enveloped around the Sentinel, it exploded and both of you took the hit. After the dust settled, we saw you were lying there unconscious, all the girls freaked out and rushed you to the hospital, mainly Rarity was worried about you."

I honestly felt relieved at her explanation because everypony was safe and all turned out well but there was something that was bothering me. I tried to grasp the memory of the fight but the effort made my headache which made me rub it in annoyance.

Princess Luna saw this and asked, "What's wrong?" I looked at her, "I'm trying to remember the fight but its like… it never happened."

"What do you mean?" Princess Celestia asked and I replied, "When Princess Luna started explaining what happened, it sounded familiar to me but the memory just wouldn't surface, almost like it was a story with no imagination."

Princess Celestia thought about this and came to conclusions, "Maybe your brain is still trying to process what had happened, don't worry Manny it will come to you soon." She assured me which made me feel a little bit better.

I decided to change the subject, "So… where are the girls?" and Princess Celestia smiled at the question, "They are back in Ponyville preparing for Spring, both of you should head back and help out." I noticed that she said 'we' as referring to me and Venom, speaking of which he hasn't spoken since our encounter with the ungrateful prince.

"Alright, I'll see you later then." I said and The Princesses nodded their heads, Venom gave me his wings and we flew off to Ponyville.

Princess Luna faced her sister, "Do you think Manny is risking his life too much?" she asked and her sister gave her a reassuring smile, "If it's in order to protect his friends, there is no such thing as 'too much'."

_In Ponyville_

We flew through the clouds and let the breeze cool me off as we soared to Ponyville, I decided to ask Venom why he was so quiet.

"Something wrong, buddy?" I asked and waited a couple of seconds before I got a response, "_I have been thinking about what you said, how you couldn't remember what had happened_." Venom said thoughtfully

"Well I appreciate your concern but you wouldn't have to worry, it'll come back to me eventually." I assured him but Venom ignored it, "_Manny, ever since me and you bonded, my weaknesses become your weaknesses, since you have a healing factor it makes things a little safer for you physically but not mentally_." he said which got me confused.

"What do you mean?" I asked as I waved a passing pegasus that flew by and stared at my wings with wide eyes.

"_Your healing factor can cure you physically but not mentally, when we took the hit I could feel a part of your mind slip from reality and just completely lost itself in the void, I too felt the pull of my past but ignored it, that is why you couldn't remember what happened_." Venom explained and my head was swinging all over the place in the process of so much information.

"So in other words, stay off the radar for now." I summed up and Venom grunted at my response to his wise explanation. I flew down to Ponyville and realised the amount of snow that piled up in the town, the ground was just pure white and I saw the colors of ponies cleaning it up and they weren't doing a good job.

"Well, let's see what we can do." I suggested and above the thick snow which let off a cold aura to it. I flew above a tree and saw that Twilight and Spike were trying to assure the town that the snow will be cleaned before Spring.

"Everypony, we just have to work together!" Twilight shouted and Applejack replied, "Dah snow is piling up at the farm, we have to plant the crops but y'all slacking on the job!" she looked at Rainbow Dash

Rainbow Dash glared at her, "Well we have our hooves full with clouds, you guys are on your own." Even Fluttershy was arguing as well saying, "The birds need to migrate south instead of north."

Everpony were arguing as well as Mayor Mare, I decided to land and landed right next to Twilight and Spike who screamed in surprise, "Miss me?" I asked with a grin

"Manny!" Twilight said happily and gave me a hug along with Spike, "Dude we thought you were dead!"

"Wow some reassuring words there." I said sarcastically and Applejack, Rainbow Dash and Fluttershy gave their hugs as well. "Good to see ya back partner!" Applejack said happily and Rainbow Dash gave me a hoof-bump along with Fluttershy's smothering hug, "I missed you!" She said with those baby eyes of hers and I hugged her back.

"So what's going on with all the yelling and stuff?" I asked and Twilight answered before anypony else could, "Every year, Ponyville cleans up before Spring sets in and every year we are behind, we are trying to be on time but nopony is working together." she said and I thought for a second.

"Well it sounds like all of you need an organizer." I said and Rainbow Dash asked, "An organizer?"

I nodded, "If we are working against the clock, then we need to split our time equally with our tasks and not take too long on each of them." Everypony nodded at the idea until one pony asked, "Who will be the organizer?" I smiled and looked at Twilight who looked happy, "I will be the organizer, time for Winter-Wrap Up!"

For the next ten hours, we all worked our hearts and souls out literally, we cleared the field so The Apple Family can plant new crops, we cleared the clouds in the sky, we cleaned the ice from the lakes, we woke up all the animals, and all the other things required. Like it or not, we completed everything on time!

I helped out a lot because of my enhanced abilities and Pinkie Pie and Rarity were glad that I was still alive. I lifted all the heavy things especially with the plowing of the fields, clearing the clouds and cutting through the ice.

Now everypony was gathered in the town square where Mayor Mare spoke, "It is my pleasure to announce that Winter is Wrapped Up on time!" Everypony cheered, "Twilight Sparkle you are now the all team organizer!" Twilight looked stunned and was at a loss for words as she received her uniform.

I smiled at the heartwarming scene, "_This was fun, I'll admit it_." Venom said happily and we turned to head home but then Mayor Mare called out, "Manny, have you forgotten something?!"

I turned around to see myself getting lift by magic and put on the stage, realising it was Twilight who put up here for some reason, "Manny and Venom, you both have played a critical role in this year's Winter Wrap-Up which is why I deem you the Peace-Maker!" I received a uniform that was yellow and streaked with red and strands of white, I was at a loss for words.

Everypony cheered especially the girls as I faced the crowd with a smile, "_We could get used to this._" Venom said and for once I had no doubt about that.


	13. Chapter 12: Call of The Cutie & Unknown

I was up and at the day early due to Venom's ranting about me having to exercise and I thought it was a stupid idea until I realised that my healing factor blocks out any sign of fatigue. This was pretty useful with the exercises I was doing and Venom beside me, encouraging me to do more.

"_Give me twenty more!_" Venom ordered and I was pushing my body up and down since I was doing push-ups and honestly I felt great.

"Alright, ok." I said to myself and then after fifty more push-ups, Venom spoke, "_Now do a hoof stand and lower yourself to the ground three hundred times!_" he ordered and I took my position and began and little did I know was that Venom was glancing at somepony who was watching us from a distance.

_Third POV_

Fluttershy and Rarity were on their way to the spa for a day of relaxation and tranquility, both were chatting about girl stuff.

"Darling you must be a little more open minded with yourself." Rarity said to the shy pegasus, "You can't just be cooped up in your house all the time."

"Well… you see I'm not good with… talking." Fluttershy said timidly as they walked through town.

"Why I don't see anything wrong with you talking?" Rarity questioned, "Just relax." she assured her friend as they passed a pony who was working out but then they stopped when they recognized a voice who was talking, "_Come on, Manny it's not that difficult_!"

"Did you hear that?" Fluttershy asked Rarity and she nodded in confirmation and they both hid behind a building and peeked to see Venom encouraging Manny to push himself and exercise.

"Ok ok ok." Manny said as he continued doing push-ups with Venom yelling at him to keep going. "_Good, good keep up that pace_!" Venom complimented and Manny chuckled, "You are starting to sound like Rainbow Dash, you know."

Fluttershy smiled at her big brother since she saw Manny as a sibling to her, somepony to help her and support her whenever she struggled. She glanced at Rarity and saw that cheeks were the color of cherries, Rarity was staring at Manny with love in her eyes but she has still yet to confess her feelings towards him and Manny has to do the same.

"Rarity, you're staring at him." Fluttershy chided and Rarity snapped out of her daze and they both saw Venom look in their direction and gave them a toothy smile, one that Fluttershy has gotten used to.

"Sorry, it's just that…'' Rarity trailed off and found herself staring at Manny's well toned muscles which forced Fluttershy to gently pull her away from the scene, "Come on Rarity, we have an appointment." and she guided the lovestruck unicorn to the spa where she planned on making her spill the beans.

_Manny's POV_

After countless sit-ups, push-ups and rock lifting… yes rock lifting, I decided to take a break and head over to Sugarcube Corner to get something to eat. Venom can be a good coach when he has to which makes me feel a little nervous when I have to do something that I never I asked to do in the first place.

"Phew, that felt good." I said honestly since I felt loosened up and stress free as I walked through town. "_Trust me, it was worth it_." Venom said which made me wonder what he meant.

"What do you mean 'it was worth it'?" I asked confusingly as we approached Sugarcube Corner, "_Why Rarity was looking at us while you exercising._" Venom said and I blushed a little as we entered Sugarcube Corner and approached the counter to see Pinkie Pie standing behind it with a big smile.

"Manny! Nice to see you again!" She said happily as she hugged the life out of me, "Ya… good to see you too." I squeezed out as she released the embrace and looked at me, "So what can I get you!" she asked and I looked at the counter.

"Five vanilla cupcakes and five chocolate cupcakes, please." I ordered and Pinkie Pie saluted, "Okie dokie lokie!" and she zoomed into the kitchen to make my order while I sat down and waited.

"So Rarity saw me huh?" I asked Venom and he confirmed, "_Yes, she was hypnotised_." I was glad to hear that but my thoughts wandered back to the ungrateful Prince Blueblood, the one Rarity's heart was pounding to.

"How do we explain to her about Prince Blueblood?" I asked Venom, "I mean, she will be ruined." Venom thought about it and said, "_We'll tell her soon, we just have to know the right moment._"

"Here you go!" Pinkie Pie said and gave me the box of cupcakes which I gratefully accepted and gave her the bits for payment and exited the store but not before Pinkie Pie called to us, "So when are you two going to ask Rarity out huh?!"

I stopped and looked at her with a thoughtful expression on my face, "Soon Pinkie, soon." and she gave me a wink and a smile as I exited the shop.

I walked around trying to figure out where to eat my treats and decided to go to Twilight's library to pass some time, only to realize that I wasn't hungry at all.

I sighed, "Well that's just great." Suddenly the box of cupcakes melted into me which made me gasp, "What the-!" and Venom explained the situation, "_We have the ability to cloak objects along with ourselves making us invisible for a short period of time._"

"So you're telling me we could have gone invisible this whole time." I grumbled and Venom replied in a tone I had never heard from him before, "_It's all coming back to me little by little._" Venom said in a sad tone.

I wanted to question him but then I heard a noise to my right and we looked to see Applebloom getting taunted by a purple filly with a crown on her head, we walked to them and heard what she was saying, "Blank flank, blank flank, blank flank!" the purple filly shouted at Applebloom and the farm filly looked to the ground in shame.

I decided I had enough of this nonsense and approached them, "What's going on here?" I asked and Applebloom's ears perked up at the sound of my voice and she rushed and gave me a hug and much to my surprise, she cried.

"Who are you supposed to be?" The purple filly demanded and I replied, "I am Manny and you are?"

"Diamond Tiara." The filly said and I looked Applebloom then at Diamond Tiara, "So you are making fun of her because she has no cutie mark." I concluded and she just snorted, "She is a blank flank just like you."

Venom must have gotten tired of her arrogance because he gave his eyes, teeth and his voice, "_If you ever call her that name again, I will show you what happens to those whose egos get the best of them_." Venom said and Diamond Tiara paled and ran away screaming while I returned to normal and looked at Applebloom, "Are you alright?" I asked

Applebloom looked at me with those adorable eyes, "Ya I'm fine." I could tell she was not fine so I decided to pry the truth out of her, "You are not fine Applebloom, what's wrong?"

Applebloom sighed and looked in the direction Diamond Tiara ran, "There is a cutie mark party happening this weekend and all the fillies at mah school are invited, but I don't have my cutie mark yet." she said sadly

I thought about this carefully because I don't wanna say 'Then don't go' otherwise I will be hurting her feelings… there must be something I could do.

"Well, you just have to wait for your cutie mark…" I started to say but Applebloom began complaining, "I don't want to wait! I want my cutie mark now! Now!" she jumped up and down to emphasize her point.

I sighed knowing that this was going to be a lot harder than I thought so I decided to let her go her own way, "Okay, well go ask your sister Applejack, she has more connection to you than me." I said honestly but Applebloom was looking at my flank and gasped, "You don't have a cutie mark!"

I looked at my flank and all I saw was my coat, "Ya I don't, I never got out much in my younger years." Applebloom then ran in the direction of Sweet Apple Acres which left me alone... Again.

"_A cutie mark is ridiculous._" Venom huffed as I continued walking around, "What do you mean?" I asked and Venom replied, "_Ponies shouldn't have a mark that distinguishes one talent that they possess when they can do much more than that_." he sounded very serious about this.

"A cutie mark is something to be proud of, not because it represents the one thing you can do." I explained and Venom just huffed in my mind and all this cutie mark talk got me thinking, what will my cutie mark be?

"_I bet your cutie mark will be the word wimp._" Venom chuckled and I rolled my eyes at the joke and walked around town a little bit, trying to figure out what to do. I decided just to go to Zecora and see how she is holding up and ask her about my parents which is something I have been dying to learn about.

"Let's go to Zecora and ask her about my parents." I said and Venom agreed, transformed in his form and we jumped our way to Zecora's hut in the middle of Everfree Forest. We landed just outside her house and we shook the area around us a little bit which made Zecora come outside instead of us going to the door, she looked around, "What was-AAHHH!" she screamed when she saw us.

Venom returned me to my pony form and approached her, "It's ok, it's ok! It's me!" I assured her and Zecora calmed down and she looked at me, "What are you doing here?" she asked

"I was wondering if you could tell me about my parents since we never got to talk about it last time." I told her and Zecora widened her eyes and she beckoned me to come inside, still the same old enchantress stuff in it.

"Come and sit." Zecora gestured to a chair which I sat down on and she sat across from me and began her tale.

_At the Spa_

Fluttershy and Rarity were sitting in a sauna, soaking up the heat that the coal released, their manes were wrapped in towels and they were panting drastically.

"Aahh this is magnificent." Rarity said as she relaxed and let the sauna do its job, "Yes I agree." Fluttershy replies and her mind wandered to Rarity's behavior whenever she was around Manny and what happened earlier when she caught Rarity hypnotised by Manny's exercising.

"Rarity, can I ask you a question?" Fluttershy asked timidly and Rarity looked at her, "Why of course, ask away."

Fluttershy thought about this opportunity and decided to go the long way and build up to the question she wants to ask, "Are you excited for the gala?" Rarity looked at her as if she was joking.

"Why of course I am excited darling!" Rarity exclaimed and got a dreamy look in her eyes, Fluttershy saw this and asked her second question, "What do you plan on doing?"

"Why I intend to catch the attention of a certain stallion!" Rarity said dreamily and she sighed by just thinking about it.

"Who is it?" Fluttershy asked and she already knew what Rarity would say because she replied, "Prince Blueblood."

"Well… are you sure that is the stallion you dream of?" Fluttershy clarified and this time Rarity hesitated before putting back on a smile and nodded, "Why absolutely darling." Fluttershy noticed her sudden decrease in enthusiasm and took advantage of it.

"You sure it's not… somepony we know?" Fluttershy pressed and Rarity blushed a little before composing herself, "N-no! Wha-what makes th-think that?!" she stuttered

The shy pegasus replied, "Well… what about earlier when you were staring at Manny?" This time Rarity blushed crimson at the sound of his name but got rid of it, "Oh me and him are just friends." she said steadily

Fluttershy pressed on, "Are you sure you're not falling for them?" she asked and Rarity looked at her confusingly before realisation came to her like a lightning strike. Fluttershy made her realise that Rarity had a crush on not just one pony but two beings that share the same body which when she says it out loud… it's kinda weird.

Rarity looked kinda grossed out at the idea which wasn't the reaction the shy pegasus was expecting, "Nonsense dear, I don't have feelings for those two." Fluttershy knew she was lying but decided to stop pressing on the topic because their spa session was over. They both exited the spa and Rarity turned to Fluttershy, "Well, see you later." and just like that she left Fluttershy alone to return back to the Carousel Boutique. Fluttershy sighed and flew back to her house wondering where Manny and Venom were right now.

_Back to Zecora's Hut_

"Elizabeth and Ryan… they both were kind folks to me, they were the only two ponies who ever respected me for who I was instead of fearing me. Your parents were a happy couple until you came along and their lives got a whole lot better, you were instantly the most precious thing to them and I was happy for them and you of course. Everything was great until your parents got a letter from Canterlot saying that they had to attend a meeting with the Princess, your parents were skeptical at first because they were wondering why would the Princess request for their presence but it had the royal seal and everything. Your parents didn't want to leave you like that but at the time they had no choice, they went and bought you a lot of food just in case you got hungry. When they left, they stopped by to inform me that the Princess had requested their presence and that they were needed, I just nodded and went their way, I wanted to visit you but the storm blew in and kept me indoors plus did some serious damage to my home. I got the letter days after and…" Zecora sobbed softly and wiped her tears.

I snapped out of my shock and hugged Zecora as she cried on my shoulder, I was trying to hold it in but tears came out of my eyes as well, Venom obviously wasn't going to cry but he was silent… really silent which meant he was sorry for me.

"It's okay, it's okay." I told the zebra and she released the embrace and wiped her tears, "I was heartbroken that day, I'm sorry." Zecora apologised but I just shook my head, "It's not your fault Zecora, it never was."

Zecora wiped her tears and looked at the table when her eyes brightened, "Oh I almost forgot! I got your results!" Zecora ran to the table and handed me a sheet of paper which I took and read over it, said that I have an organism in me blah blah bl- hold on a minute.

"What do you mean 'Body is adapting to host'?" I asked Zecora and she looked at me, "Venom is adapting to your body structure, that's as far as I can explain, you will have to ask him yourself." This got me worried a little bit because I don't want this adaptation to ruin my appearance which will decrease my chances with Rarity.

"Alright, thanks for the info." I thanked Zecora who smiled and gave me a hug before I exited her hut, then Everfree Forest and was on my way to Ponyville.

"Venom, you there?" I asked my Jello like friend inside my head. I didn't get a response which confused me for a second but Venom replied, "_Yes_."

"What did Zecora mean you are adapting to my body structure?" I asked him and Venom sighed before he responded, "_I am adapting to your body because you are my first host as a four legged creature_." That got me really confused now.

"I thought your other hosts were ponies." I said and Venom replied, "_No that is not true, my other hosts were… completely different. My two legged form was to comprehend and match the host's body structure._"

I thought about what he just said and came to the realization, "Your other hosts stood on two legs?" Venom hummed his response which I assumed was a yes, so if the other hosts stood on two legs then they must be… minotaurs right?

Venom must have read my mind because he replied, "_No… you wouldn't understand_." Before I could press on that subject further, I felt a change in me like something was moving in and making itself at home.

Suddenly I felt stronger and faster than before, Venom then spoke to me, "_Finally, my presence has now adapted to you, we are stronger than before._" he said in a power-hungry voice which made me shiver and look down at myself and gasped in surprise. My legs had more muscle than before which is now visible, since I saw the muscle bulge out of my legs, also my stomach had little bulges on it which meant I had abs… weird.

I was hyperventilating now since I didn't know what to do now but Venom spoke again, "_Sorry about my change in tone but now I have gotten used to your body shape… now we are better than ever._"

I took in deep breaths to calm myself down before asking the question, "So what's the change?" As if waiting for this moment, Venom enveloped my body with his black ooze except this time I was a giant black earth pony with razor sharp teeth, same white curly eyes and long slimy tongue, based on height, I was a foot taller than Princess Celestia!

"Wow…" That was all I could say as I looked over myself, gazing at the protruding muscles that bulged out of our legs, I felt more in control and more familiar than last time. "_Now we are more sync than before, nothing will stand in our way_." Venom said hungrily

I felt like I could do anything I want but suddenly my inner conscious was telling me something, 'What are you doing, this isn't you!' I snapped out of the trance and Venom retracted to my body before I gave him a proper scolding, "What is wrong with you, huh!"

Venom spoke in my mind, "_My past… who I was and what I was capable of… still haunts me to this day_." I never heard him speak with so much sadness in his voice so I decided to press on the topic.

"What happened in your past?" I asked and Venom decided to pour out his troubles, "_I was more deadly in the past, carnivorous and terrifying. All beings feared my name, my reputation and they deemed me a villain. None of that mattered to me, I killed for the sake of the innocent, I plagued the minds of countless hosts… except for one_."

I was in shock at what I heard, I am sharing my body with the mind of a murderer… that's messed up, "Who?" I asked curious to know who resisted Venom's insistence.

"_You wouldn't understand but he was unlike the others, he had powers himself… the powers of a-_" Venom got cut off as we heard the sound of hoofsteps running towards us and we looked to see Applebloom running towards us with a smile on her face.

"Hey Manny! I got my cutie mark!" Applebloom said happily as she showed us her flank which had the cutie mark of a horseshoe which I felt happy for her but then my face had the look of confusion when I saw another and completely different cutie mark on the other side of her flank, it was the mark of a bell and a feather.

"Uh… why do you have two cutie marks?" I asked Applebloom and she looked confused then she looked at both sides of her flanks and then looked back at me, "Ah have many talents?" she replied with a forced smile but we already knew she was lying.

"_Hmph, probably or just got tattoos or something_." Venom huffed and I don't know what tattoos are but that's a topic for another day. I gave Applebloom a look that clearly said 'Tell the truth.'

Applebloom swallowed hard and decided to come clean, "Ah may have umm… gone to Zecora and asked her to… make mah cutie mark appear… quicker." she stuttered out and looked at me to see that I had a smile on my face.

"Oh Applebloom, why did you do that? Don't you know the right way to get a cutie mark?" I chided and Applebloom looked at me with shock, she wasn't expecting me to be calm about it.

"You're not mad?!" Applebloom asked still in shock and I just shook my head, "Why would I be mad?" Applebloom thought about that and conceded this with a nod then looked at the two different cutie marks on her flank, "So what do I do?" she asked sadly and I sat down to her level and looked her in the eyes, "I think you already know what to do."

Applebloom's smile returned, "Yah… yah ah do, come on you guys!" she ran back into the Everfree Forest with me right behind her, "_At least she didn't forget me._" Venom said happily as we ran to Zecora's hut and bursted through the door like the good friends we are… nearly giving Zecora a heart attack.

"WH- oh don't do that next time please knock!" Zecora scolded us and I just smiled and gestured to Applebloom to tell Zecora what she wants and the zebra looked at her, "Well, how is the new talents coming along dear?"

"Do yah have a cure for this?" Applebloom asked and Zecora raised an eyebrow, "May I ask why?"

"Ah want to discover it by heart, ah want to get my cutie mark from doing a talent that ah love to do and ah will keep trying to find it… no matter what." The young filly explained and Zecora smiled at the adorable filly and gave her a bottle, "This is the antidote, drink slowly."

Applebloom drank the liquid and the cutie marks disappeared and she smiled, "Yay!" she ran and hugged Zecora tightly while the zebra returned the embrace… honestly I felt like crying.

"_You better not or I am going to make you do push-ups for ten hours straight_." Venom threatened and I sucked up the tears and looked to see Applebloom coming towards me and gave me a hug.

"Thank you… both of you." Applebloom said as she snuggled deeper into my coat and I hugged her back as well trying not to cry. After awhile though, she began to snore which meant she was sleeping soundly.

Zecora looked at the sleeping filly, "You better take her home." she said and I nodded, Venom gave me his new pony form and Zecora reeled back in shock, Venom and I gave her a wink and gently wrapped Applebloom in black tendrils and jumped away to Sweet Apple Acres and snuck her into her room, it was nighttime and the moon shone brightly among Ponyville. We tucked her in and she muttered something but thanks to Venom's hearing, we picked it up, 'I love you brother.'

We jumped out of the barn and I'll admit that last one got me choked up, we landed on a hilltop just outside of town and I returned to my normal form, Venom came out of me with a tendril still attached and both of us gazed at the moon, I looked at him and let out a yelp!

Venom's face now looked more pony-like, he had black ears and a much narrower face but still the same monstrous look, "_The bond is now complete, I am now more accustomed to your form._" He said

"I will have to get used to this then." I concluded and Venom just grunted, "_You better or I will make you_." He said evilly and I shuddered a little before my stomach began to growl loudly, speaking of which I hadn't eaten for the whole day.

"_Luckily, we kept those doughnuts_." Venom said and the box of doughnuts appeared in my hooves and I opened the box and began munching on a chocolate doughnut.

I was savoring the taste of the doughnuts in my mouth in a trance-like state that I didn't even notice that somepony snuck up behind me, Venom turned around and saw Twilight trotting towards us but recoiled when she saw Venom's strange appearance.

"Long story." I said and explained everything that happened to us during the day. Twilight looked impressed and looked curious, "Wow…I need to study your kind, there is so much stuff that shouldn't even be possible!" she sounded so happy, I smiled at that and offered her a doughnut.

"Oh… thanks." Twilight blushed at the kind gesture and took a doughnut with her magic, "_Don't expect me to do that again_." Venom grumbled and me and Twilight shared a laugh.

Together the three of us sat on the hill, staring at the moon, eating doughnuts and enjoying each other's company, but unaware that somepony was watching us.

_Unknown Location_

In a dark room, lit by a green light bulb, sat an elderly woman on a chair with a strange device covering her head and eyes, webs were covering the entire room but they were constantly being woven and changing, different emblems and symbols scattered across the web. The woman was observing the web but mainly the symbol of a black spider centered in front of her, the symbol showed her buildings that towered over the innocents as a red and blue hero web battled six of the most deadliest villains to him. This young hero has done a lot for his home but he will face his end at the hands of this sinister team unless he forms an alliance with an unlikely candidate.

Across from her stood another woman, she wore a yellow hooded cloak and radiated pure magic, she was observing a magic timeline spark that glowed a dark black color and images were being shown, a black gooey monster fighting for the innocents on a world full of ponies, taking on beings from an evil alicorn to a deadly war machine, the beast was ferocious and had razor sharp protruding but a new image arose and it shown a red monster similar to him but he had sharp protruding spikes and an army of similar creatures each bloodthirsty for vengeance. The host has taken a great risk to share his body with the alien but so far it has been going according to plan.

Together both of their minds showed one dreadful image, two planets burning and innocents screaming for their lives only to be silenced by the raging army of aliens and rogue villains. Two beings stood in their way, one a hero in red and blue with a black spider emblem on his chest and two beings in one body, covered in black ooze with a white spider emblem and a long slimy tongue.

"The fate of the web is at stake." The elder lady in the chair said and the sorceress agreed, "The strings of the timeline is at risk of collapse unless these two put aside their differences and work together."

"No… not yet, the exchange cannot happen yet." The elder woman said as she observed the image that showed the alien fighting the spider hero, "The timing… must be perfect."


	14. Chapter 13: Symbiotic Rage

"So you want me to be the judge of a horseshoe throwing challenge?" I clarified, still confused as to why these two wanted me for this.

"Well yah partner, so everypony plays fairly." Applejack said and looked at Rainbow Dash who rolled her eyes, "Puh lease! I play fairly, trust me on that!" she said and warmed herself up with stretches.

"_That would make a terrible set of last words._" Venom said amusingly and I smirked at the thought of a tombstone engraved with those words even though the one who said that didn't mean it.

"Well, I suppose you both are ready to begin." I said and Rainbow Dash went first and she tossed the horseshoe which landed a few inches behind the metal pole.

"Hoo wee! Not bad for a pegasus whose head is always in the clouds." Applejack said and playfully nudged Rainbow Dash while she just has a smirk on her face, "Let's see if you can do better than that!" she boasted

"_It would have been more interesting if we were playing_." Venom commented and we watched as Applejack took the horseshoe in her mouth, aimed and tossed it only to come up a few inches behind Rainbow Dash's horseshoe.

"Ah horse feathers." Applejack said angrily while Rainbow Dash just fell to the ground laughing, I managed to maintain a poker face but was slowly failing. "_HAHAHAHA!_" Venom laughed in my head, rattled my skeleton and gave me a short headache.

"Alright, so best two out of three?" I suggested and Rainbow Dash shrugged, "Sure, it's not like Applejack is going to win."

Applejack glared at her but she looked at me and I nodded a message loud and clear, 'You can do this.' Applejack smiled at me and nodded back then watched as Rainbow Dash took the horseshoe in her mouth and tossed it at the metal pole but it went over it by a couple feet.

"Darn it!" She yelled and Applejack smirked as she took her horseshoe and aimed at the metal pole, "_She better makes the use of this opportunity_." Venom said while I silently agreed with him.

Applejack tossed her horseshoe and it landed right on the metal pole with a satisfying _DING! _Which signals that Applejack won the challenge.

"Yeehaw!" Applejack yelled in victory and Rainbow Dash just looked stunned and shocked that she lost, "Well, better luck next time Dash." I told her and she grumbled out, "I hate losing."

Applejack nudged the pegasus, "Oh cheer up Rainbow Dash, everypony loses every now and then." But Rainbow Dash didn't want to hear, instead she got an idea, "How about a competition between you and me, to see who is The Iron Pony!"

Applejack looked confused at this before Rainbow Dash continued, "A series of athletic events to see who is the best athlete in Equestria once and for all!"

I was confused as to why Rainbow Dash would want to do this but Venom seems on board with the idea, "_Ooo this just got interesting_." Applejack looked unsure at first but then her face hardened with determination, "You're on!" They both spat on their hooves and shook on it while I just shook my head and sighed, "This is going to be one long day for sure."

_An Hour Later_

Sweet Apple Acres was now set up to let these two ponies face off to see who is more better than the other. Applejack's family was sitting on the bleachers cheering for her while I had to be the judge for some lame reason.

"_Cheer up already before I smack the depression out of you_." Venom scolded me while I just told him to shut up so I can concentrate but then Twilight and Spike appear to see what is going on.

"Hey Manny, what's going on?" Twilight greeted me with a smile which I returned before answering her question, "Rainbow Dash challenged Applejack to an athletic competition to see who is the most athletic in Equestria."

Twilight nodded and was about to say something until Spike perked up excitingly, "Can I be the moderator?" he asked and I blinked because I wasn't sure if that was necessary.

"Umm sure?" I replied unsure but Spike immediately began his commentating on the action which was currently nothing of course. Twilight looked at me with a smile, "How's Venom doing?"

I was going to reply but Venom surprised me again by talking through me, "_Finally somepony asks about my presence but to answer your question, I am okay_." I shut my mouth and Twilight's eyes were wide open but she laughed, "Okay...wow you're species are really advanced!" she exclaimed

"_You have no idea_." Venom said through me and I snapped out of the trance I was in and scowled, "I am going to have to get used to that." I mumbled and Twilight laughed at that before our heads turned to Spike who began commentating, "Let the games begin!"

Applejack's family and some of Rainbow Dash's other friends sat in the stands cheering for their friend or family member. I looked around and saw Pinkie Pie and Rarity sitting in the stands, Pinkie saw me and waved happily while Rarity looked at me but then looked away without even waving or anything which confused me.

"_There is something wrong with her_." Venom observed obviously concerned about Rarity's change in behaviour and I agreed with him then looked at the first event for the two competitors. A line of barrels filled with flowers were set on the track and Twilight stood at the side with Rainbow Dash.

I took a spot on the other side while Fluttershy was keeping score on the scoreboard, "Ready. Set. Go!" Twilight exclaimed and Applejack began running through the barrels but tipped a barrel at the end and crossed the finish line unaware of what she did.

"Time Spike?" Twilight asked and Spike held up a timer, "17 seconds!" he announced and Applejack looked proud, "That was faster than my last rodeo!"

But that wasn't her final score because Spike continued, "Unfortunately you tipped a barrel at the end which is a five second penalty so your time is twenty two seconds."

Applejack sighed and kicked a rock before looking at Rainbow Dash who was sweating like crazy, "_I hope she makes the use of that penalty_." Venom said

"I hope she does." I agreed with him and Rainbow Dash went to the starting line and prepared to run and when Twilight gave the word, she zoomed through the barrels leaving a rainbow trail which was very mesmerizing to watch.

Rainbow Dash raced across the finish line and looked at Applejack who said, "Dang, that was some fancy hoof work, Rainbow."

"Thanks, but I don't think I did as good as you though." Rainbow Dash said before Spike called out her time, "18 seconds!" he announced and I gotta admit even I was speechless.

"_Good thing that Applejack was penalized otherwise she would have won by a second_." Venom noted

"Nonetheless it's a friendly competition, Venom." I reminded him which he grunted in response and Fluttershy put a cardboard apple that said the number 1 on it under Rainbow Dash's name.

"_Let's see whose patience is going to break_." Venom said evilly which I rolled my eyes at his tone since I have gotten used to it.

The next event was to knock a bell off a tower by kicking a ball with all of your strength, child's play for me because I would knock the tower right off the foundation but for these two, I would go with Applejack for this one.

"_True, she does buck apples off of trees everyday_." Venom agreed with me as we watched Rainbow Dash take a kick at the ball and it rang the bell.

Rainbow Dash trotted to Applejack who was laying underneath a tree with a line of wheat in her mouth, "Mighty Respectable, but this is how it's done." She spat the wheat out of her mouth and with no hesitation, kicked the ball which launched the bell off its hinges and into the future of goodness knows where.

I was impressed and but not surprised that Applejack basically left Rainbow Dash in the dust with this event, even Venom saw it coming from a mile away.

"Years of applebucking." Applejack kicked the tree Rainbow Dash was under and several apples fell on her head while she stared at the scene dumbstruck.

Next, was a little rodeo event to see who can shake off Spike the fastest, much to his annoyance. Spike mounted Applejack who began trying to knock him off while he held on for dear life then after a couple more seconds, she succeeded and threw him into a haystack which had Rainbow Dash underneath it as she emerged from the hay with Spike on her back.

"Ready for another round?" Rainbow asked with a grin and Spike couldn't even give his response but Rainbow began trying to buck him off and the dragon didn't stand a chance as he went sailing and would have slammed into Fluttershy if I didn't reach out and caught him.

Venom shot out a black tendril which wrapped around Spike and gently set him back down, "There you go dude." I said and he looked at me with a smile.

"Thanks guys." Spike thanked us with a smile and only then did I realize that Spike thanked the both of us, me and Venom, "_I suppose this is progress_." Venom said and I'll admit even I'm surprised that Spike decided to thank not me but the both of us.

"Alright, let's continue shall we?" I said and the games continued.

Let's just say it was pure craziness until it came to a tug of war over a pit of mud, the most embarrassing thing is that these two had a whole crowd of ponies looking at them and cheering for the pony of their choice.

"Ready, Set…. Go!" Twilight said and Applejack and Rainbow Dash pulled with all of their might and Venom chuckled, "_Imagine if we were in it and pulled Rainbow Dash_." I imagined her sailing into a building… that thought made me happy.

Applejack was pulling and she was winning… until Rainbow Dash cheated and used her wings which made the earth-pony get a mouthful of mud.

She got out and glared at the pegasus but I got the hose and watered her down, "Thanks, partner." she said and yelled at Rainbow, "You cheated!"

Rainbow looked at her, "How?!"

I interfered, "You used your wings, that doesn't count unless Applejack was a pegasus."

Applejack nodded in agreement and Rainbow rolled her eyes, "Whatever, I still won!" as she pointed to the scoreboard which showed Fluttershy putting the final point for Rainbow which broke the tie.

Twilight, Pinkie, Rarity and Spike trotted up to us and apparently overheard our arguing, "Alright you three settle down! There is another way to settle this." Twilight said

I looked at her, "Really, how?"

"The Running of the Leaves."

I just looked at her dumbly, "Uhh do we pick a leaf and pray to Celestia it will grow legs and run?"

Venom made a tendril and slapped in the head which made the girls laugh.

"No, it is a running competition between ponies to see who is the fastest." Twilight explained and Pinkie Pie jumped up in excitement, "Oh, you three should race to see who is the fastest!"

"_Isn't that what Twilight just suggested_?" Venom clarified since his alien brain couldn't process it.

Rainbow Dash didn't seem to care as she looked at me and Applejack, "Ya, I will smoke both of you!"

"Why am I a part of this?" I asked in confusion and Rainbow Dash looked at me, "You have powers Manny, me beating you and Venom will be spectacular!"

"_Alright then, we will compete in this competition and we will win_." Venom said through me which made everypony except Twilight and Spike look at me in shock.

"So when does it start?" I asked Twilight and she replied, "In an hour, we better head over to the track then."

We started walking until Venom got impatient, "_We will meet you there_." he said through me and he covered me until I was in my new alien form. We looked at the girls who looked at us with wonder but we caught Rarity looking at us with… sadness.

We were about to jump when Spike hopped off of Twilight and onto our back, "I've always wanted to try this!" he said and Pinkie Pie jumped on as well, "YAY APPLEJACK COME ON!"

Applejack looked at us and shrugged and climbed on as well until our back was literally covered with three colorful bodies and we looked at Rarity who sighed and climbed on. We ran at unbelievable speeds and jumped into the air, our passengers were shouting at the top of their lungs.

Venom revealed my head so they could see my face as I turned around, "How are you guys doing?!" I shouted over the wind and saw Pinkie Pie with a big smile on her face, Spike had his eyes bulged out of his head and his mouth swallowed probably a swarm of flies, Applejack was holding onto her hat and her face was pale and Rarity was screaming at the top of her lungs.

We landed and jumped again but this time even higher than before, so high that we touched the clouds. Our friends used their hooves to touch the clouds with Pinkie and Spike laughing in joy and Applejack whistling loudly in happiness.

We turned our head and saw Rarity touching the clouds with both of her hooves and we saw how beautiful she was, her elegant body and flawless mane that blew in the wind and her eyes were sparkling with humor and joy but she leaned too far back and fell off.

She was screaming and Venom created wings so we dived after her and once we were in range, we shot a tendril and held her in our hooves with a couple of tendrils from our belly wrapping around her hindlegs and stomach securing her since our front hooves held hers.

Rarity looked up at us and Venom splitted his face so that she saw the both of us, her cheeks were a deep shade of red and so were mine and probably Venom's. Soon we arrived at our destination and we set Rarity down in the soft grass and our friends hopped off our back.

"That was awesome!" Pinkie Pie said and gave me a hug as soon as I turned back to normal which squeezed the oxygen out of me, "B-breathe." I choked out and she released it and gave me a big smile before hopping off.

Applejack and Spike gave me a hug as well and said thanks even though the earth-pony looked shaken and traumatized from the experience. I looked at Rarity who smiled as she approached me and was about to say something but she stopped and was about to walk away but I jumped in front of her which made her stop and look at me.

"Alright, what's wrong?" I obviously had enough of her being in such a sad state and she shook her head, "There is nothing wrong."

"_You have been avoiding eye contact with us, didn't even greet us or anything, now what is wrong, why are you acting like this_?" Venom spoke through me forcefully and Rarity practically yelled out her answer but luckily there wasn't anypony around to hear what she had to say.

"It's you Manny, ever since you saved me from Nightmare Moon I had a crush on you! But when Fluttershy spoke to me privately about you she said it in a way that made me forget that if I liked you then I like Venom too! I spoke to the girls about it and they agreed they were weirded out by the realisation! You were perfect for me before Venom came along and ruined it and what's worse is that you still accepted him, I can't deal with this anymore!" She yelled out and silence was enveloped in between the both of us.

Millions of thoughts were scattered through my mind and it all led to one emotion, DEPRESSION.

I was just shocked and heartbroken, I mean I was heartbroken before but this is worse, the mare that I saved countless times and put my life on the line for… didn't like me. The worst thing is that she yelled it in my face, it dealt so much pain to my heart and my body that I don't think my healing factor can repair it.

Venom was shocked too, he was surprised to hear that Rarity liked me but not him, he and I made a great team and protected our friends but now it was like that was all for nothing. Venom felt something that has not surfaced in him for a long time, a feeling that was nagging him for a long time but he pushed it down for years until now, I felt it too and it was pure rage.

Venom made eyes appeared over mine and gave me his teeth and we both spoke with anger, "**All those times we put our life on the line, all those times we went to defeat enemies, the only reason that we kept doing it was to protect you because we liked you but it was for nothing at all. We both lost loved ones along the way and we mourned for them because we loved them with all our heart but if we lose you… we would be destroyed.**"

Rarity's face was in shock and tears appeared in her eyes but when she tried to say something, we said something that we thought that would never come out of our mouths, "**Stay away from us, every single one of you and hear our words, if anypony should scream for trouble we will help them but if you or any of the girls scream for trouble don't expect us to come and help you… you are all not worth our time, especially YOU!**" We spat out with disgust and Rarity broke down crying but we didn't care as Venom enveloped me and we jumped away and the last thing the citizens of Ponyville heard was our roar of pure anger, rage and heartbreak.

We jumped into the air and sprouted wings as we flew to some random location which I don't even know where but we landed on the top of the castle and I just looked down in pure anger but tears welled in my eyes but I forced myself not to cry, Venom appeared next to me connected by a tendril and he looked angry.

"_Why do we have to suffer so much?!_" Venom said in anger and I just let my tears fall and it soaked the ground beneath me but I didn't care.

"I… I don't k-know." I said as I cried for the pure heartbreak that has been set on us, for real I cry too much but you understand my reasons.

Venom looked behind us but I was still looking down and crying out loud and failed to notice that somepony was watching us. Venom gave me a nudge and I looked behind me to see Princess Luna looking at us in shock, "What happened to you?"

_In Ponyville_

Rainbow Dash and Applejack were set and ready to race along with other competitors but the eager pegasus was waiting for a challenger who will never arrive.

"Come on, where are they?" Rainbow Dash said impatiently as she stretched her wings, eager to start this race.

"Oh they'll be here and ah will beat both y'all." Applejack said with a smirk and Twilight trotted up to them which made them both look at her, "Twilight what are you doing here?"

"I am racing of course." Twilight said showing her number and they started laughing until five minutes later they realised that Manny still hasn't showed up which was weird.

"Where is Manny and Venom?" Twilight said as she looked around hoping to see him but he wasn't here.

"He probably chickened out." Rainbow Dash said and Applejack nodded, "Ya probably realised that I would win nonetheless."

Twilight sighed and looked around and saw Fluttershy, Pinkie Pie and Rarity sitting on the stands but Rarity looked… sad as the purple unicorn saw her suddenly break down into tears much to Fluttershy and Pinkie Pie's surprise.

The racers were prepared to take off but then they heard the roar of Venom and it was full of heartbreak and rage. Everypony looked around in fear for the source of the roar but nothing happened, Twilight, Rainbow Dash and Applejack looked at each other in shock before running to the others to comfort Rarity.

"Rarity what happened?" Twilight asked and she continued sobbing until she choked out, "It was m… my fault." and continued crying.

The girls looked at her confused but kept comforting her.

_In Canterlot_

Princess Luna brought me into the castle and we sat in her chambers talking about why I was here unexpectedly.

"It's best if you look at my memories." I said miserably and Venom nodded in agreement while Princess Luna's horn glowed and I could feel her looking at my most recent memories and what's worse is that she saw what my friends did… they betrayed us and saw us as monsters so we swore that we would help anypony except them and let them suffer.

Princess Luna lost all control of her legs and she looked at us in shock, she looked at us, '_He is just like me_.'

"Princess Luna are you okay?" I rushed to her side and helped her up, "I can't believe they would…" I put my hoof on her back to soothe her, "Hey, don't worry about it."

"How can I not worry for you, you experienced betrayal just like… me." Princess Luna said as she began crying since the memories of Nightmare Moon are coming back to her which led to her sister banishing her to the moon.

I couldn't stand seeing her like this so I gave her a hug which she stiffened but nonetheless accepted it and cried on my shoulder which I didn't mind one bit.

"Shh it's okay, it's alright." I said which comforted her and we released it just as Princess Celestia came in still tall as ever.

"Manny what are you doing here?" Princess Celestia asked and Princess Luna showed her my memories since I was too sad to answer the question and the white alicorn immediately spoke, "We must take you back, you have to-"

"No, what I said cannot be taken back, I don't want to go back." I said and Princess Celestia sighed, "Manny, they'll forgive you, you have to-"

This time Venom interrupted and spoke through me, "_NO, WE WILL NOT GO BACK SINCE THERE IS NOTHING FOR US THERE AND IT SEEMS TO US THAT THERE IS NOTHING FOR US HERE!_"

Venom enveloped me and we busted through the wall and flew away into the unknown with The Princesses shouting at us to return but now I was convinced, there was no way I was going back.


	15. Check-In 1

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	16. Chapter 14: Battle on Which Mountain?

"What do you mean he left!" Twilight yelled before composing herself and added, "Your highness."

Princess Celestia sighed, "He and Venom believe there is no use for them here or in Canterlot so they left… no one knows where they are."

Applejack looked confused, "But why did they leave? What did we do to them?"

To everypony's surprise Princess Luna snapped, "It was all of you! You were all still scared of them and couldn't even get the guts to tell them in their faces! You saw them as a monster even though they saved your lives!" She shouted in rage which made lightning flash in the night and everypony in the area screamed and headed inside their houses.

"What are you talking about? We don't see them as monsters!" Rainbow Dash yelled and flew in front of the alicorn but her tone held a hint of hesitation which Princess Luna noticed.

"Really then how do you explain this?" Princess Luna's horn glowed and shot her magic into the six ponies and forced Manny's memory into their minds and they all gasped at the rage that they both felt when they discovered the truth.

The memory ended and they all shook out of their trance and looked at an angry Princess Luna who was glaring at them all, in fact the glare was so intense that it made Fluttershy pass out and Pinkie Pie pale.

"It… it was my fault, I'm the one who snapped at him and made this happen." Rarity said sadly and sniffled… she's been crying for awhile.

Princess Celestia looked at the hole where Venom/Manny made before they jumped into the unknown.

"The past is the past, we cannot change that but we can change the future." Princess Celestia said firmly and she looked at her pegasus guards, "Find them and convince them to come back, do not use force because-" She gestured to the hole in the wall, "You see what they can do when they are angry."

They nodded and five of them flew through the hole and in the direction where they flew, the white alicorn turned back to her student, "It's best you head back to Ponyville, I will alert you when we find them."

"Wait why can't we go after him?!" Rainbow Dash said and Princess Luna answered that question, "Well after all that happened between you six and those two, they won't hesitate to forcefully get you out of there sight, you wouldn't want to fight Venom."

The Mane Six paled at the image of that and realised she had a point, if Manny/Venom were angry… they could retaliate.

"Alright, come on girls let's go." Twilight said in defeat and they exited before Rarity looked at the hole that Manny/Venom busted through and prayed, '_Please… come back._'

_Unknown Location_

"Where are we?" I asked as I looked around but saw nothing but trees, trees… and some high quality rocks.

"_I don't know but at least it is far away from them_." Venom grumbled which made me sigh, "Stop talking about them, there has to be a town out here."

"_Where do you see one? There is nothing here at al… oh_." Venom realised as we walked through the thicket and saw a little village in the clearing which made me smirk, "You wanna finish that sentence?"

Venom growled but didn't say anything as I made my way down to the entrance and soon we were walking through the village.

I looked around hoping to see somepony but the strange thing was that… there was nopony in sight.

"Um… hello?" I called out but nopony replied, tumbleweeds blew aimlessly in the wind and not a single sound was heard.

"_Where is everypony_?" Venom asked and I wondered the same thing since the village was inhabited, we kept walking around until something said, "Psst!"

I turned my head immediately towards the noise and saw a griffon hiding in a house… she seemed scared for some reason.

"Come in here quick! Before they get you!" She said urgently and I ran then jumped through the window as the griffon locked the door and shut the blinds which made me uncomfortable.

"Um, what are you doing?" I asked and the griffon looked at me, "Everypony in this town was taken!"

That got my attention, "What do you mean 'taken'?"

The griffon explained, "I am Gilda by the way."

I nodded, "Manny."

"_Chicken_." Venom said hungrily while I mentally told him to shut up as Gilda began explaining, "When I came to this town a couple of days ago it was full of happy ponies and griffons so I settled down here until four hours ago a bunch of ponies in armor came with all these technology stuff and captured them all… I hid and was forced to watch it."

I was in shock, "Those were the same ponies that tried to invade Ponyville."

Gilda nodded, "I overheard them talking and they said to take them to Witch Mountain."

I stifled a laugh before getting serious, "Which mountain?" I asked and Gilda blinked, "Witch Mountain." she answered again

I was starting to get annoyed, "Which one, there's dozens of mountains?!" but Gilda shook her head, "No Witch Mountain, W-I-T-C-H mountain."

"Oh… where is that?" I asked and Gilda used her wing and pointed to the North, "Far North, twenty four days journey."

"That is far." I said as I looked in the direction of where the location was but something confused me, "Then the techno- ponies shouldn't be far right?" I asked

Gilda shook her head, "They teleported."

I nodded in understanding and walked to the door before Gilda stopped me, "Are you crazy! You can't face those guys on your own!"

This time Venom spoke through me and said, "_He is not alone_." Gilda stepped back in shock and surprise and then realisation struck her like a lightning bolt.

"You are Venom." She said in awe and Venom covered half of my face and we corrected her, "**We are Venom.**" Before we transformed and ran in the direction to Witch Mountain and since it was twenty four days away, we were determined to cut that in half.

_Day 1_

We sailed through the air as high as we can hoping to find any clues along the way for who we are dealing with but before that could happen, my stomach growled which made me realise how long it has been since we ate which was since Ponyville.

"_We need to eat before we lose any more energy_." Venom said hungrily and I looked around until we saw another town that was a couple of hours away from the one we just left so we swooped in to see what was going on.

This town was definitely country-like and the ponies here were farmers, apple-buckers, cowgirls and boys and a lot more. One yellow earth pony who wore a brown jacket and a cowboy hat came up to us and greeted us, "Howdy partner, welcome to Appleloosa!"

"Nice to be here." I greeted back and then asked, "You have anything to eat?" and my stomach rumbled loudly in agreement.

He laughed, "Of course, I'll get some pie and apples for you." He walked off before he came back and said, "I'm Braeburn by the way."

"Manny."

He gestured for me to follow him and he led me to his house where he took out some pie and some apples. While I was eating and Venom devouring the food as soon as I swallowed, Braeburn and I chatted about where I was from and how his cousins were doing which happened to be Applejack and Big Macintosh.

"Applejack is not so bad once you get to know her you know." Braeburn said, "She cares about her friends and sometimes even considers them as family."

"Hmm, I'll think about that." I said as I finished my food and got up, "Well I should get going, thanks for everything."

Braeburn smiled, "No problem dude, if you ever need anything just asked and tell my cousins I said hi!"

I walked out of his house and Venom gave me his wings and we continued North with me pondering on what he said, '_She cares about her friends and sometimes even considers them as family.' _

"_You are thinking the same thing aren't you?_" Venom noticed my thoughts and I sighed, "I just need time to let off steam you know?"

Venom agreed and we kept flying until sleep overtook me and Venom saw this, "_I can still control your body, I will keep us in the air since I don't sleep a lot, catch some sleep Manny._"

I thanked him before I drifted off and fell asleep while flying in the dark night with the moon shining on us.

I dreamt that I was in a hallway and in front of me were two unicorns in cyborg-like armor talking to each other and they were walking towards a door which I followed behind them quietly until they opened it and I gasped.

There were ponies in tubes with a weird green liquid circulating around them, their eyes were milky white and wires were connected to them and some were griffons, they were motionless as they floated in the tubes and there was someone looking at them and it was… Quetzo.

Rage turned my dream a tinted red but I couldn't do anything but listen, "Sir, are these subjects going to survive?" One of the soldiers asked and Quetzo looked at them, "Let me worry about that now is he ready?"

The soldiers nodded.

"Good." Quetzo hit a button and another canister surfaced from the floor holding another pony but this one was different and for some reason he was familiar, he was a blue pony about my age with a mane with the color of… it couldn't be… it was yellow.

I tried to look at his cutie mark but I couldn't see it… I cursed silently.

"He has been successful in the Time Circle Project, what about the other one?" A soldier asked and Quetzo replied, "She did not make it."

"Hmph, weaklings." The soldier replied and Quetzo held a canister with another slob that looked like Venom except… it was dark red?

"It took me a while to make this symbiote, now let's see if the four of them can cooperate." Quetzo said evilly as he turned his full monstrous form to the pony who was awake and had pure rage in his eyes.

I suddenly woke up to find that we were still flying and still in the air except now I can see the mountains in the distance and there was snow on top of it, we must real far North.

"_We are close to our destination_." Venom said happily and I asked, "How long did I sleep for?"

"_Three days_." Venom said and I nodded since I did that before and thought about my dream… could it really be him?

Venom noticed that I was deep in thought because he asked, "_What's wrong? Is it dreams again?_"

I sighed and spoke, "Well… I was in a hallway with two of those Ragnarok ponies and then we were in this massive room where ponies and griffons were in giant tubes surrounded by green liquid, Quetzo was there too."

Venom growled when I said his name but sounded confused, "_They must be the citizens who went missing but… why are you so deep in thought about it?_"

"Quetzo revealed another pony who was my age and he had a blue coat with a yellow mane… he looked like my dad." I said and Venom went silent for about five minutes and I was starting to get worried until he spoke again, "_That's impossible, how is he your father if he is about your age?_"

"Quetzo mentioned something about him being successful in a project known as Time Circle." I explained and Venom thought about it before replying, "_That could mean anything, it's best we wait until we get there_."

"I agree but that wasn't the only thing that was there." I said, "Quetzo pulled out a canister and it had something similar to when I found you but it was dark red, he said that it took him awhile to make the symbiote and he hopes the four of them will cooperate." I recalled and Venom fell silent for the third time in ten minutes before replying, "_He has the ability to make more of my kind but that one… I know_."

Venom said that in an angry tone so I decided not to push the topic any further. We kept on flying until we were soaring and dodging mountains, the air pressure up here was really low but luckily Venom helped me get the oxygen I needed.

We kept on flying until we saw our destination, a mountain with jagged edges and was releasing green smoke which was an indication that we found Witch Mountain.

"That… is freaky." I said as we approached the odd shaped mountain but I gotta admit… that is a good hideout.

"_Indeed, now let's bring it down and free the citizens._" Venom said in determination and I nodded in agreement as we flew closer and we circled it, hoping to find a way in.

"There." I pointed to a cave guarded by a unicorn who didn't stand a chance as we swooped in and swiftly knocked him out. I carefully walked in and was wary not to make a sound because my footsteps were already echoing throughout the chamber.

Venom helped by putting padding underneath my hooves so I won't make any noise as we walked and the cave led to an opening which we stopped and looked around carefully before stepping out. It was a hallway and it was the same one I saw in my dream, it led in both directions but to our right was the door and it was guarded by two heavily armed pegasi with weird energy cannons strapped to their sides.

"_We do this fast and quickly_." Venom said and I nodded, "On three, one, tw-"

I didn't even finish before Venom took control of my body and jumped into the open, the pegasi's eyes widened and began shooting but Venom made me jump and shot a tendril to the door behind them and pulled us to it while we body slammed the two guards and stopped any of them from hitting the door.

"Next time, warn me!" I whispered while Venom was saying, "_Excellent._"

I lifted the two unconscious pegasi and put them in the corner before I gently pushed the door open to see the same thing I saw in my dream but still… it was pretty horrifying to look at in reality. Ponies and Griffons from the village were taken and stuffed into these tubes full of some strange green liquid and connected by wires but the scary thing was their milky white eyes.

"_This is wrong._" Venom said and I continued to look until I noticed the tube that Quetzo summoned from the floor except… it was empty. I walked up to it but stopped because in front of the tube was the canister that had the dark red symbiote but now it was empty.

"This ain't good." I said and I heard a sound to my left and my reflexes kicked in and I ducked just in time for me to dodge a blade that would have cut my head off.

Venom transformed and we looked at our enemy who was red, I immediately thought Carnage but I realised that its head was completely different, it had red horns and was a little more muscular but not as bulky as us. It had long claws on its hooves and it had wings which was something that Carnage did not have but Venom knew who this was.

"_Hybrid, what happened to you_?" Venom asked and Hybrid replied angrily, "_You were responsible for her death… YOU DIE!"_

Hybrid charged and swung his claws but we dodged out of range and tried to land a punch but Hybrid grabbed our hoof and swung us into a wall. Hybrid roared and we roared back and jumped at him but the red symbiote spread his wings and tentacles erupted from it and formed barbed edges, they struck and we made a shield to block them. I looked around and saw a good chunk of rock, using our other hoof we shot a tendril and grabbed before swinging hard into Hybrid's head. While he was off-balance we charged and tackled him before we were tearing at each other but Hybrid had another tentacle and stabbed it into our head.

Me and Venom roared in pain as our healing factor kicked in but Hybrid peeled off Venom's face slowly and steadily, we tried to kick him off but his claws came in and stabbed into us along with his sharp tentacles.

"_Now you die._" Hybrid said hungrily as he peeled off Venom's face which revealed mine and I roared in rage but Hybrid didn't strike me, "_It… can't be_." he said but Venom returned to my face and we pushed him but Hybrid released us from his grasp and backed away in confusion.

"_Manny, is that you?_" Hybrid said and we didn't detect any hostility in his voice just pure shock and… hope?

"_How do you know my host?_" Venom asked now curious and Hybrid asked again, "_Are you there Manny_?"

Venom retracted back into me but was fully alert as me in my normal form looked at Hybrid, "How do you know me?" I asked and Hybrid just looked at me and then he retracted into his host and I gasped in shock, he was an earth-pony with a blue coat and a yellow mane but now I was looking at his cutie mark… it was an open book with a feather for a pen which meant-

"Son, it's me Ryan… I am your father." The pony said with tears in his eyes as he walked towards me but I scrambled back, "H-how? They said my parents were dead!"

"They lied."

I couldn't hold it anymore, I ran to him and hugged him as he hugged me and cried… both of us cried and we hugged for almost a full three minutes before releasing and my dad looked at me, "You've gotten fit son, haha."

I nodded with a smile and looked at him and realised how young he was, "How are you so young?"

My dad's face went into anger and then he just broke down crying while I hugged him and asked, "What happened?"

Dad looked at me, "Quetzo captured me and your mother when the storm hit and took us here and used us for The Time Circle Project, they used it on both of us and made us young and tried to bond us to symbiotes but…" he faltered and I looked at him with a look of dread, "But?"

"Yo- your mother, my wi-wife didn't make it." Dad broke down crying in tears while I just stood there in shock, everything was silent… until I had it with this place and Quetzo… he's going down and I began walking but my dad put a hoof on my shoulder.

"She wan- wanted you to see this." My dad said and closed his eyes and a memory surfaced using his symbiote's powers and it showed my dad holding my mother's body, I sobbed at her young appearance and she was beautiful.

"Honey, I want you to do something." My mom whispered to my dad and he sobbed out, "Anything, my love."

"M-move on please, somepony who loves you, find our son and let him have the love of me, you and his new mom." She said and my dad said, "I d-don't know, what if I can't."

"Y-you can, there is a mare out there who l-loves you too as much as I do, you will find her especially with your ha-handsome appearance." My mother said with a smile and from my dad's shoulder came Hybrid and he looked sad as well.

My mom looked at him, "Ke-keep him safe, please." Hybrid nodded and spoke, "_I will._" She nodded before her body going numb and she whispered her last words, "I love you my sweets."

The memory ended and I was on the ground crying and my dad hugged me and we stayed in that position for a while before I got up and looked at my dad and realised our symbiote friends were looking at each still connected to their hosts.

"_We… we are sorry._" Venom choked out his apology and Hybrid shook his head, "_It is not your fault nor it is ours, she told us to move on and be happy, like it or not we must do it._" He looked at me and my father, "_All of us_."

Me and my father looked at each other with determined expressions and our symbiotes looked at us with determination, "**Let's do this.**" We all said and suddenly a voice spoke, "Well well well looks like father and son reunite."

Our symbiotes enveloped us and we stood back to back to each other and looked around for the location of the voice.

"_Come out you coward and seal your fate like a true villain!" _Hybrid roared in rage and we roared in agreement.

"Such capable creatures." Quetzo said and he came out in his horrid monstrous acid form, Hybrid and Venom, we had to be at least three feet shorter than him since we're the same height.

"I would crush you right here and right now but someone else wants you more than I do and you will be forced to comply or you die." Quetzo said and cracked his knuckles and both me and my dad roared, we were eager to smash his head in.

Quetzo smiled with his golden disgusting teeth, "Well then since you resist then we will do this the old fashioned way." He created long, thick, sharp claws to protrude out of his hands and he looked at us and gestured the signal we were waiting for, _Come and Get It. _


	17. Chapter 15: Coming Home

That sorry sucker didn't even have to ask twice as Venom and Hybrid charged him, Hybrid jumped into the air and created a wrecking ball with his arm and swung it at Quetzo but he blocked it before turning to us just in time to receive a solid punch to his face. Venom roared and kept pounding his fist into Quetzo but he grabbed our fist and delivered one to us that launched us back.

Quetzo charged Hybrid which forced my dad to go on the defense, seeing this I have to say it was very impressive. Hybrid's tentacles parried Quetzo's punches giving us an opening, Venom created a tendril and we gave it a heavy weight and we swung it right into the back of Quetzo's head which made roar in pain.

Hybrid struck next and began delivering devastating blows and scratches to Quetzo who was trying his best to block it but we came and jumped on him and delivered solid blows to the top of his skull. Quetzo launched both of us back but we landed on our hooves and glared at him.

"You both are strong… no wonder he takes particular interest in his creations." Quetzo said with a bloody smile and Hybrid growled, "_What are you talking about, imbecile?!"_

"Oh he is my master, you think you were born? No… you were made and he will plunge this whole universe back into darkness!"

Venom had enough and we charged Quetzo who tried to swipe at us but we slid underneath it and delivered a heavy and solid roundhouse kick to the back of his head which sent him falling to the ground. As Quetzo was on the ground, Hybrid ran in, slid and nailed a solid two hoofed kick to the side of his head which knocked him out clean.

"_Let's finish this._" Hybrid said and turned his hands into blades and Venom nodded and glistened his teeth in anticipation but before we could do anything, an alarm went off, "Warning, self destruct sequence will begin in one minute." a voice said.

I looked at the ponies and griffons in the tubes and then looked at Quetzo, I can't believe I am doing this but…

"_Hybrid, we have to leave this for another day, we have to free these citizens!_" Venom said and to our surprise Hybrid nodded but not before turning his hoof into a heavy hammer and smashing it into Quetzo's head and we delivered a heavy stomp to it also before the both of us headed to the panel and hit a red button which released all the citizens and one by one they all got up shakily.

"_You all have to get out now, the mountain is about to explode!_" Hybrid told them and they all ran screaming towards the exit while we made sure everypony got out safely, "Warning self destruct sequence in fifteen seconds."

Hybrid looked at us, "_Let's go!_" and we all followed them to the exit and crawled back up the tunnel just in time because the mountain exploded behind us in a massive fiery inferno.

I was sailing to the ground and the explosion propelled me forward, Venom retracted back into me but the effect of the intense heat was burning me but my healing factor repaired it quickly so I was okay and so was Venom. Venom gave me his wings and we soared back into the air just before we hit the ground.

Suddenly, I remembered my dad and looked around hoping to see him but I didn't, "DAD?!" I shouted out but didn't get an answer, instead got a tap on my head and I looked up to see my dad flying with Hybrid's wings with a smile, "Gotcha! HAHAHA!"

I laughed in relief and then I saw the griffons carrying the ponies back to their village and they were… cheering and thank us.

They were laughing in joy and thanking us while me and my dad said, thank you and told them that we will visit their village soon.

_Three Days Later_

Soon after that we sped ahead and soon night fell upon us but we were still in the air as we flew in silence, as we flew I started to get nervous especially after the fallout we had with our friends. Will they accept us back?

"_I doubt it_." Venom said as he pitched in and that reply didn't assure me at all.

I must have been in deep concentration because my dad was yelling at me, "MANNY!"

I snapped out of my thoughts and looked at him, "Wh- yes?"

My dad looked at me critically, "There is something wrong with you and don't try to deny it, tell me son."

I sighed and spoke, "We had some friends and when we found out that they thought of us as a monster we lashed out and yelled at them, promising that if they were ever in trouble that we won't save them no matter what and… we ran away, now I don't know if they will accept us back."

My dad was silent for a while before he spoke, "Well, it wasn't your fault at all in fact I did the same thing once, I held a grudge with somepony and it nearly destroyed me but it didn't when I went and made amends with him and I felt complete again, the point is son is that you should never hold a grudge with anypony… no matter what."

He looked at me hoping that I understood and honestly… I did understand. Ever since I made that grudge, I felt regret and misery ever since then and rage… pure rage overcame my mind as I began saying things that normally don't come out of my mouth at all. It felt different alright.

"I… I guess that's true but what if they don't accept us?" I asked and my dad smiled, "You move on with your life, you don't let that one moment in your life hold you back from the future… your mother told me the same thing."

I remembered her final moment with my dad… I must live up to her last words.

"_Gah! How far is this place and where are we going?!"_ Hybrid complained through my dad and Venom replied through me, "_We are headed to Canterlot, maybe we can ease the pressure there first before we head back to Ponyville._"

I agreed and soon after ten more minutes The Castle of Canterlot came into view and we were greeted by pegasus guards and they pointed their spears at us, "Who are you?!" one guard demanded and Venom spoke through me, "_Want to find out?_"

Hybrid spoke through my dad, "_The Hard Way._" the pegasus guards eyes widened in realisation at who was standing right in front of them and another guard flew forward and said, "Our apologies, Princess Celestia has been looking for you ever since you ran away, please follow us."

I nodded and looked at my dad who nodded too as we followed the guards and we landed just outside the doors of the castle before it was opened and we were walking down the hall to the Princess throne room.

"Whoa, I've never been in the castle before." My dad said in awe and I nodded, "I've been here a couple of times before on occasions where we had to save Canterlot." My dad conceded this with a nod.

The guards led us through mazes of hallways before stopping in front of the throne room doors and opened it, inside and sitting on her throne along with her sister Princess Luna was Princess Celestia.

I took a deep breath and walked in with my dad right beside me, Princess Celestia opened her wings… that meant she was on guard, "_If she attacks, I won't hesitate to attack._" Venom assured me and I mentally thanked him as me and my dad walked before her and stopped.

"Um… hello, I just came back to say that I am sorry for yelling at you… and for putting a hole in your castle." I apologised and my dad nudged me… a sign of reassurance.

Princess Celestia came and approached until she was standing right in front of me, I gestured for my dad to back up just in case this got out of hoof which looked like that was gonna happen.

"We understand if you don't want to see us anymore and I can see that you don't want us here so I'm gonna go." I turned around and started walking but a hoof rested on my back and I turned to see that Princess Celestia was smiling at me and to me and Venom's surprise, she spoke to us.

"It's so good to see you two safe." She said and Princess Luna came down and another surprise came… she hugged us, "Oh I've missed you two." she said in a motherly tone which made me tear up and I hugged her back.

After that we released and Princess Luna looked at my dad and he looked at her and they started staring at each other until I cleared my throat, "Princess Celestia and Princess Luna, this is my Dad." I said happily

Princess Celestia looked at my dad in surprise, "You are young." My dad's face got sad when she said that, "I was older until the project."

"Project?" Princess Luna questioned and I replied, "It's best we filled you in." I told them of our journey to Witch Mountain to free some villagers and how I rescued my dad, we both filled them in on the Time Circle Project which turned back time for both my parents and they were bonded to symbiotes but my mother didn't make it and I told them my mother's last words.

Both Princesses had tears in their eyes and Celestia choked out, "I- I'm sorry." I shook my head sadly, "It wasn't anyone's fault except Quetzo's." Which grabbed Princess Luna's attention, "What happened to him!" She demanded in a mother-like voice and I flinched, "Blown up."

"The mountain self-destructed and we got everypony out just in time." My dad explained and they nodded.

"Well I will alert Twilight of your return." Princess Celestia announced and she prepared to write it but I stopped her, "I need to sometime to think about it before I see them again."

The princess thought about it and nodded, meanwhile Princess Luna was talking to my dad and Venom was curious, "_Interesting._" and he enhanced my hearing so I could listen in to their conversation.

"I am sorry about your wife." Princess Luna apologised and my dad shrugged, "The past is the past, we can't change that but we can change the future."

Princess Luna widened her eyes, "My sister said that too." and my dad laughed, "Wise minds think alike but it's hard to be wise when ponies see you as a monster."

My dad sighed before continuing, "Ever since I bonded to Hybrid, I radiated this aura that made ponies look at me differently; they saw me as something out of their nightmares."

Princess Luna widened her eyes and stared at my dad, "Ponies do the same thing to me." She said and my dad smiled, "You can't change opinions, you can only move on." Luna thought about it before asking, "What was your name again?"

"Ryan."

Princess Luna smiled, "Well Ryan, you sure are good with words." My dad shrugged, "I guess but I don't know if I can move on from Elizabeth, she was the only mare who loved me even if I was a monster, I don't think I can find another mare like that."

Luna had a thoughtful look on her face and my dad noticed this and put his hoof on hers, "Hey don't overthink it, if you do then you're going to do the wrong thing." The Princess of The Night blushed at the gesture and she stared into his eyes as he stared into her eyes until Princess Celestia spoke, "Well Manny" drawing back my attention, "you and your father can stay in the castle, after all in two days is The Grand Galloping Gala."

I nodded before my eyes widened at what she said, "In two days is The Grand Galloping Gala?!" I said in surprise and she smiled, "I see you have forgotten Manny."

"Of course I've forgotten because of all this" I gestured to everything around me, "Stuff!"

Venom came out and looked at me, "_It was always in the back of your mind._" he said and I just sighed and sat on the floor but not before my stomach growled loudly and so did my dad's and Hybrid emerged for the first time in front of The Princesses, "_Can we get something to eat? We are hungry._"

Me, my dad and Venom glared at him and he added, "_Please._" Princess Celestia and Princess Luna laughed at the symbiote much to his embarrassment and the white alicorn spoke, "Well let's head to the dining room shall we?"

The six of us, including our alien friends, walked to the dining hall or room or whatever you call it and when the guards opened the doors, me and my dad forgot how to breathe, the dining hall was spectacular in design and in the architecture also the gold plated ceiling which was awesome.

"Wow." I said in awe and Venom spoke through me, "_Wow indeed even I don't have the words to describe it._" My dad agreed with me.

Princess Celestia sat at one end of the table while me and my dad sat across, Princess Luna sat next to my dad and servants came in and put the food on the table, some salad, some soup and some sandwiches.

Venom and Hybrid were starving and we can feel it too. Venom shot a tendril and got a sandwich and put it right in front of me and spoke through me, "_Eat it_."

I looked at Princess Celestia who smiled and nodded, my dad looked at me as well but he got a bowl of soup and a bowl of salad, "Hybrid did the same thing to me son."

We dug in and chatted about the usual and what did we miss, Princess Celestia spoke of the friendship problems that the girls faced while I was gone and I had to admit that they handled the situation well without me… do they really need us there?

Currently my symbiotic friend was connected to me by a tendril so he can eat the food, he was digging into a sandwich and was about to take another bite when he heard the question that I was thinking to myself and Venom looked like he was thinking the same thing.

"So that is what happened when you were gone, anything happened with you two?" Princess Luna summed up and then asked us and to be honest, there was one thing and it wasn't anything about me, it was about Venom and Hybrid.

"_There is one thing that is bothering us._" Venom admitted and Hybrid caught on with what he was saying and elaborated, "_When we fought Quetzo he said, 'he takes particular interest in his creations.' he said that he was his master._"

Princess Celestia leaned forward in interest, "Quetzo has a master?" she said in confusion and I nodded, "He said that his master will plunge the universe back into darkness."

Princess Luna shivered a little but my dad put his hoof on her shoulder and she gave him a smile, if you were corrupted once then it is hard to not cringe at the feeling that it will happen again.

Princess Celestia had a thoughtful look on her face before she spoke, "Was it possible that this being plunged the universe into darkness before?"

My dad replied, "Most likely, Quetzo made it sound like it has happened before." Princess Luna surprisingly spoke up too, "We must stop him from doing it again."

"That's the problem, we don't know who it is." I said and looked at Venom who hadn't said anything about the issue so I decided to ask him, "Venom you alright?"

Venom seemed to snap out of his thinking and looked at the ponies who were staring at him, "_Hmm, Hybrid do you remember our planet?_" he asked and Hybrid scowled, "_It was awful with that being ruling the pl- wait you can't mean him?!"_

"_It must be._" Venom confirmed and Princess Luna looked at Venom, "Who?" Venom looked at her and spoke, "_I can't say because I could be wrong and I don't want to freak anypony out._"

Princess Celestia sighed and stood up, "Well that was an interesting dinner, its best we get some sleep especially you two." She looked at me and my dad, "You two look like you are about to pass out."

She got that right and we followed her to our separate rooms, The Princesses showed me to my room and I turned to them, "Goodnight." I said tiredly and they smiled and nodded, my dad gave me a hug, "Goodnight son."

I closed the door gently and as soon as I laid down on the Queen-sized bed, the softness and smoothness of the mattress comforted me and immediately fell asleep and drifted off into dreamland… wondering how The Grand Galloping Gala can make my life different.

_Unknown_

The top half of Witch Mountain was completely blown up leaving it looking like a giant volcano with green smoke coming out of it, some of the tech ponies were spraying water on it hoping to put out the remaining fires but the water somehow made it worse.

A pegasus in blue robotic armor flew through the wreckage and landed at the base of the mountain where standing there in all of his glory was… Quetzo.

He was badly injured and his head looked like a flat pancake from the pounding that the symbiotes did to him. He was missing some of his teeth which was hilariously funny since some were probably punched down his throat.

"Sir!" The pegasus said in respect and Quetzo looked at him angrily, "What do you want?!" he demanded and the pegasus reached into his pocket and pulled out a glowing purple cube, "He wants to see you now."

Quetzo paled a little but nodded as he took the cube and it glowed purple as it enveloped him and he disappeared.

Quetzo reappeared in a throne room but it was dark and it had large cracks in the floor that lead to pure darkness, he looked around at the walls which had large gashes in them but the weird thing was that there was large thick tendrils of purple and black that covered the walls around him like an infection.

Quetzo's eyes followed to the source of the infection like tendrils on the walls and saw that they were coming from a throne and that throne was occupied by a large muscular man, he was at least twenty feet tall and wore a dark robe and had long claws and sharp teeth like a symbiote.

"Queeeetzo, my frieeeend." He spoke in a maniac-like tone and Quetzo paled dramatically and bowed, "Mi-milord, I can ex-explain." he stuttered in fear and the man laughed, "Oh no need to because I saw all of it."

The man continued laughing and Quetzo decided to speak, "W-well the two symbiotes destroyed the lab." The man suddenly stopped laughing and had the most scariest face in all of his face, his bloodshot eyes bored into Quetzo's soul and sensed the amount of fear radiating in the air.

"Hmm and whose fault do you think that is?" The man asked slowly as if waiting for Quetzo to snap back and to his guess… he did, "Yours." Quetzo said angrily before his face changed from anger to regret, "I'm sorry milord, forgive me!" but it was too late.

The man opened his mouth and a vortex swirled around Quetzo and pulled him in screaming and he disappeared as the man closed his mouth and licked his sharp teeth with his long tongue.

"Tasted better than I expected." He said to himself and then called out, "Dreadface!" A symbiote came in and he was big, he was at least ten feet tall and had the color of a pale yellow and had a satanic-like symbol on his head that acted like his eyes and right above his mouth.

"Milord." He bowed and the man spoke, "Finally someone who gives me results, I must say what you did to that planet was perfect!" he complimented and Dreadface gave a chuckle, "Those beings tasted delicious." he licked his lips to emphasize his point.

"Good because now I have another mission for you, you will head to Planet Earth and meet up with Riot, once that is done I will alert Carnage to wreak havoc on Equestria. You and Riot will then meet up with ZZZXX, you two should be able to convince him to join or he will face me."

Dreadface nodded but then asked, "What about Spider-Man? He will be a threat to our plan along with The Avengers."

The man chuckled darkly, "You will be enhanced greatly along with your powers, also you will have a contact to meet up with when you, Riot and ZZZXX make amends, he is known for his mischief and trickery."

Dreadface nodded and walked out of the room, the man opened out his hand which showed the image of two women struggling and he chuckled, "Oh the stupid elderly, Madame Web and Ancient One, you can play your little games on the checkboard but in the end I will conquer all."

_In the Room of Madame Web_

Madame Web monitored the web and watched over the center of the web which is the Spider-Man of her world, he was doing good against his opponent Kraven but suddenly she gasped, three symbiotes converged on the hero and overwhelmed him easily but luckily he escaped. Ancient One looked at the image and created an image showing the three symbiotes, each infused with a dark power, she traced the power back to its owner and she nearly collapsed, a man sitting on a throne looking straight at them.

"Oh the stupid elderly, Madame Web and Ancient One, you can play your little games on the checkboard but in the end I will conquer all." The man said with a dark laugh that echoed in the room.

Ancient One looked at Madame Web, "He gets stronger with every passing day, there is no telling if we can defeat him."

Madame Web composed herself and spoke, "If we are going to defeat Knull then we are going to have to take some desperate measures." She summoned an image of the two heroes Spider-Man and Venom.

"These two heroes are our only hope against him, they have the ability to achieve great power." Madame Web said and Ancient One widened her eyes and then opened her hand which had a blue glowing orb and tossed it at the image, the heroes transformed and they looked a lot more… cosmic.


	18. Chapter 16: Best Night Ever Literally

I woke up to find the sun shining brightly in my face and groaned, "Feels like something is going to happen today."

"_The Grand Galloping Gala is today._" Venom said in my mind and my eyes bugged out of my head literally, "WHAT!"

Venom came out and looked at me, it took me a while to get used to his new appearance but seeing it in the first five minutes of waking up… nope.

"_You slept all through yesterday, you were very exhausted._" Venom said which made me confused, "Isn't my healing factor supposed to help me not experience fatigue?" Usually when I exercise I don't feel tired.

Venom huffed in agreement, "_Normally yes but your healing factor is different, whenever you exert yourself the healing would kick in but when you are not doing anything, it's like it goes to sleep and all that fatigue that it blocked out comes back and makes you sleep for days._"

I thought about it, "That makes sense." Venom gave me a toothy smile, "_I always make sense._"

"Not always." I said and sat up and my stomach growled loudly, "I swear Venom you are going to be the death of me if you keep making my stomach growl." I grumbled as I got out of bed and Venom chuckled, "_Well, hurry up and let's eat something!_"

I brushed my teeth and headed to the dining hall where The Princesses and my dad were there, "Hey dad." I said and my dad smiled, "Manny! You slept for a long time."

"I know, turns out fatigue really hits me hard."

"Ah don't worry, I slept through yesterday as well, it gave Princess Luna a heart attack." My dad said and looked at the alicorn who blushed a little, "W-well I care about my guest okay?"

"Oh you care about me huh?" My dad said with a smile and her blush darkened before she shook it off, "Just come and eat Manny." I admit what I said next embarrassed her dramatically.

"Keep that up and you'll sound like my mom." I joked and Princess Luna blushed heavily and somehow it became darker when my dad looked at her and she tried to say something but it stuck in her throat.

Princess Celestia cleared her throat even though she was smiling at her sister's current state, "Well I assume you both slept well?" I was about to reply but Venom created a tendril and lifted a plate with five pancakes and eggs and set it right in front of me.

"Venom I can't eat this much!" I complained and Venom spoke through me, "_Eat it or I'm gonna eat your lungs._"

I groaned while everypony just laughed and I dug in, the pancakes weren't that bad but I answered Princess Celestia's question, "Yes your majesty."

Princess Celestia smiled, "Oh and there is no need for formalities you two." She gestured to me and my dad and I nearly dropped my spoon but I dropped my jaw and so did my dad's jaw.

Hybrid made a tendril and took a big piece of a pancake and put it in his mouth and shutted it which forced him to snap out of his shock and chew. Venom on the other hoof made a tendril and smacked me in the back of my head and I snapped out of it, "Um… thanks?"

Princess Luna laughed, "You are probably wondering why we don't do this to other ponies?" Me and my dad nodded while we ate since our symbiote friends were hungry.

The midnight alicorn began explaining, "Well whenever we talk to other ponies, they just feel intimidated or feel like they shouldn't show respect at all when they talk to us… especially me"

My dad put his hoof on her back and rubbed it to soothe her, I looked at her sister who to my surprise was smiling at the two of them… she seemed to accept my dad comforting her sister.

Luna smiled at my dad before continuing, "When you and Ryan came along, me and my sister felt like we can tell you two anything and you wouldn't hold a grudge against us for it. You two have so much in common with us… especially me." Celestia nodded in agreement, "You four have earned my sister's respect along with my own, we are honored to be in your presence as much as you are in ours."

Me and my dad looked at each other and then looked at our plate which was empty and our symbiotes showed themselves and licked their lips.

"_Mmm, that was delicious._" Hybrid said drunkily and Venom looked at him, "_Drunk on pancakes and eggs, my kind gets more stupider each generation._" We all got a good laugh out of it even Hybrid laughed as well.

As Celestia and Luna laughed, I noticed something, they seemed normal and different instead of being royal all the time, they felt like they could cut loose and act like regular ponies around us… that is how special we make them feel.

The white alicorn eased her laughter and spoke, "Well, The Grand Galloping Gala is tonight, I have my fashion designers ready to make your suits."

I was about to say something when my dad spoke up, "Actually, I need a favor with something."

We all turned to him and he spoke, "Back in our home, Elizabeth was a fashion designer and had a sewing machine where she made all of our things, it's currently in a closet back at the house so I was wondering if you could teleport us there so we could retrieve it… she thought me some skills so I was hoping I could teach my son."

Celestia smiled and nodded before we all got up and she teleported us into my home which was still in the same condition as ever, my dad walked around and looked at me, "Good to be home but under different circumstances… wait here." He ran upstairs while me and the alicorns remained downstairs and we heard some rustling upstairs before my dad came back down with the sewing machine and Celestia teleported us back to the dining hall.

As my dad placed the sewing machine on the table, I noticed it had mom's signature on it which brought tears to my eyes.

"_Wow._" Venom said with his tone matching my emotion, Celestia looked at the machine with a smile, "You will both make her proud, I know you will." Luna looked at my dad and put her hoof on his as she saw his face reflecting on the machinery with sadness.

My dad looked at me with determination, "Manny, I am going to teach how to sew… you better be ready." I nodded with a serious look on my face and we took the machine to the designing room where it had a spectrum of colorful threads ready to be used. The Princesses went to attend royal duties which meant we were alone.

My dad looked at me and said, "Alright, the first thing before you sow is to know what you want to make and make sure it fits perfectly, Hybrid, Venom?"

Our symbiotes came out and looked at my dad, "_Yes?_" they said in sync and my dad continued, "You two will help take our measurements since we are making our own suits, when you get them, Manny will write them down."

I looked around and saw three stacks of sheets each with the sketch of a pony on it, earth-pony, unicorn and pegasus. They had lines in inches waiting for the user to fill in the blanks and help make the suit fit perfectly.

"Hey dad, you mean this?" I held up two papers of an earth-pony and he smiled, "Yes! That is exactly what we need now let's begin."

Hybrid measured my dad since he has access to his memories so Hybrid automatically knows how to measure properly, he used his tendrils to measure the correct angles while me and Venom watched and filled in the measurements. Soon after that it was my turn, Venom used his tendrils and measured the correct way, he learned very quickly and soon shared the information with me which made me realise how easy it was to measure.

"Alright now that we have the measurements, we have to figure out what kind of suit to make." My dad said thoughtfully and looked at the array of colors that were before us and I gotta admit, it was pretty hard to choose.

"Uhh… I honestly don't know, I never wore a suit before." I said and my dad shrugged, still looking at the colors before us. Venom and Hybrid came out and looked at the colors before Hybrid spoke, "_How about red for Ryan and white for Manny?_"

Venom used a tendril to reach and plucked out the colors, the smooth dark red matched Hybrid while the white wasn't good for Venom's taste, "_This is horrible, black is better._" he put the white back and took out a dark black which was a little too dark in my opinion… now I can see how fashion designing can really be like… huh!

While Venom, Hybrid and my dad were arguing, I looked at the colors and one color caught my eye, a darkish/lightish purple that would look really good, I used Venom while he wasn't paying attention to snatch that thread color down and turned to them, "What about black and purple?"

They stopped arguing and looked at the two colors, Venom used his tendrils to bring the two together and the color was so cool, everypony agreed with it immediately.

My dad headlocked me and rubbed my head, "Great job son!" When he was finished, he messed up my mane big time.

"Great, what about your color?" I gestured to the plain red and the four of us looked back up to the array of colors trying to figure out which color would be good for him.

We finally settled on orange and red after ten minutes of worthless arguing, now it was time for the real deal where we made the suits.

"Now when you use a sewing machine, you have to make sure the tension is just right because if it is too much or too little then it will ruin the entire design." My dad said as he began sewing with the help of Hybrid, first he sewed the inside white shirt and then the time came for the scarlet colored suit, pony and symbiote worked with precision and accuracy to make the suit and me and Venom watched, information coming into our brains faster than Rainbow Dash doing laps around Equestria speaking of which I would see her and the girls tonight.

After five minutes, the suit was done, it looked really well done especially the color, the orange was slightly brighter than the red which matched well along with the inside shirt.

My dad looked at me, "Your turn son." I took a deep breath and set the white fabric and began working, Venom helped me and it turns out that I am an expert at this, while using my mother's sewing machine, I felt peace and my most closest connection to my mother. I felt like she was right next to me and guiding through the process and helping me overcome my struggles and fears.

Me and Venom finished the inside shirt and now we worked on the suit, we gave it everything we got and made it look like a masterpiece. When we were finished, we held the suit up and it was black mixed with purple along with streaks of bright purple.

My dad and Hybrid were looking at the suit and whistled, "Damn son, you did better than me!" I nodded with a big smile on my face but then Hybrid asked me a question, "_What was that weird glow around you two?_"

"_What glow?_" Venom asked and my dad elaborated, "When you two were working, there was a white glow around you two."

I looked at myself and didn't see anything, I looked at my flank and gasped, my cutie mark has decided to make its appearance and it showed the symbol of three quarter of a black shield and it was connected to a needle by a thread, there was a symbol on the shield and it was the symbol of Venom's white eyes and white teeth.

"Whoa." I said as I looked at it, it looked awesome and cool. Venom came out and looked at it with a toothy grin, "_Now this is more like it_."

My dad gave me a hug, "Congratulations Manny!" I jumped up in excitement and then we looked at the clock, 3:00 pm.

"Well we finished our suits now we have to make the ties and that's it." My dad said and we went and got that done in the same color as our suits. When we were done, we carried our finished suits to our rooms, I set mines on my bed and decided to walk around the castle a bit to kill some time.

"My cutie mark looks sick!" I said in excitement and Venom agreed, "_It is outstanding especially since it has me in it._" I agreed with that statement and walked in the royal garden and it was pretty cool to see the flowers growing this high, animals were playing peacefully with each other and looked at me when I was approaching them slowly and cautiously.

I sat down next to them and a baby bunny hopped into my hooves along with the rest of its siblings, this made me smile and wondered how Fluttershy was doing, only one way to find out… tonight.

As I was playing with the animals they suddenly scattered back into the forest and peeked at me from the bushes, I got up and looked at them, "What's wrong?" I asked and a voice replied, "You being in my garden."

I sighed while Venom huffed in disgust as we turned around to see Blueblood himself still looking ugly as ever.

"What do you want now?" I said in annoyance and Blueblood replied, "Where are your manners commoner?"

"It decided to go to a corner and puke when it saw you coming." I said angrily and Venom was yelling in my mind, "_OOOOHHHHH, KILL HIM!_"

I don't know why he said that but I'll take it as a compliment as Blueblood glared at me with hatred, "Well commoner, the gala is tonight and it will begin at 8:00 pm sharp, I can't believe would invite somepony like you and that other vile."

That was the last straw, Venom shot a tendril that wrapped around his throat as we approached him, "If you ever mention my father again, I will make sure you suffer greatly for your stupid ignorance… understand?"

Blueblood looked like he wanted to use the bathroom so we tossed him into the bushes and we left the garden. Venom retracted the tendril and started a conversation, "_We will have to watch him tonight, make sure he doesn't hurt Rarity_."

I sighed, "I still can't believe we are still going to let him near her." Venom sighed in agreement, "_It is what she dreamed of Manny, you can't interfere with that._"

I continued walking until I looked ahead and saw my dad talking to Luna while they walked into the throne room around the corner, "Well we might as well go see what's happening."

"_Agreed._"

We walked into the throne room where Celestia, Luna and my dad were talking until I arrived, "Manny, your father told me that you finished your attire for tonight." Celestia said and I nodded, "You won't be disappointed."

"I hope so, we turned down the fashion designers much to their arguments." Luna said in annoyance and my dad laughed, "Oh you will be impressed by how well we did."

"And the arguments we had." I grumbled and they laughed, being around them feels like I am part of a family again… I liked this feeling.

Celestia laughing died down and she looked at me and her eyes widened, "You got your cutie mark?!" she exclaimed and I showed her it and the sisters looked at it and Luna gave me a hug, "Congratulations!" she said and Celestia gave me a smile and a hug as well.

Dad looked at the time and it read, 6:00 pm, "Well two hours until the gala, I suppose we should get ready."

Luna smiled, "Me and my sister are already ready, this is how we look for that occasion every time it happens."

I shrugged, "Suit yourself." and we walked out of the throne room to get ready while Celestia teased Luna, "You know you should dress up for Ryan?" and Luna blushed deeply as her response but had a thoughtful look on her face.

_Meanwhile_

I walked into my room and looked at the setting sun and the rising moon, it was pretty peaceful to look at. I looked at the clock and it read 8:00 pm.

"_We are late but there wouldn't have been anypony there._" Venom said in bored tone

I trotted to the balcony and looked outside Canterlot to see chariots pulling in and ponies exiting them.

I turned around and put on my suit before I looked at myself in the mirror and I had to admit, I looked handsome and intimidating at the same time. I tied my tie with the help of Venom and walked back to the balcony to look at the chariots until one chariot caught both me and Venom's eyes… it looked like a giant apple surrounded by rings of gold being pulled by two stallions and their harness was being held by a small purple dragon dressed like a magician.

"_Don't tell me that's who I think it is_." Venom said in disbelief and when the chariot came to a halt, he jumped off and opened the door and the ponies exited and to my amazement… it was the girls and they all looked wonderful.

They each were wearing something that matched their personality, Twilight wore a dress that matched the stars and constellations, Fluttershy wore a dress that matched nature, Applejack wore a dress that matches a healthy farm, Rainbow Dash wore a dress that matched her talent of speed, Pinkie Pie wore a dress that fits a wild card party and Rarity wore a dress that matched her talent of fashion… and her beauty.

They looked at the castle in amazement and made their way to the castle, I was hyperventilating and pacing back and forth and stuck so deep in my thoughts that I didn't even notice that somepony was calling my name, "Manny you alright?"

I looked at my dad who was in his suit looking as good as me, "We did good with the suit's son." as he looked at mine as I looked at his.

"_You got that right, we are going to blow this party up!_" Hybrid spoke through my dad in excitement and we looked at him and he corrected, "_Not literally of course._"

Venom sighed through me, "_Hybrid you are like a child you know that?_" My dad got a good laugh out of that before looking at me and noticed my expression.

"What's wrong?" Dad asked and I shook my head, "It's nothing." He gave me a serious look and I gave in, "I'm nervous about meeting my friends again since they… you know."

Hybrid spoke through my dad, "_Well you said it yourself, you don't like holding grudges… you'll be fine._"

My dad agreed, "As long as you forgive them, they will forgive you too."

I thought about it and realised he was right and I sighed, "I guess you're right."

My dad saw the look on my face and smirked, "Who's the lucky lady son?" I smiled, "It all depends if Rarity forgives me. What about Luna huh?"

My dad blushed and stuttered out, "Uh… listen… I like her, she reminds me of your mother and… I-"

I put my hoof on his back and smiled, "If she makes you happy, then go for it Dad, I'll honestly feel honored to have Luna as my mother in the future."

My dad gave me a big smile and hugged me, "Thank you son, now let's get down there shall we?"

Venom and Hybrid's colors mixed in with our suits and made us look even more dashing and together we made our way downstairs and saw some of the guests greeting Princess Celestia and we walked up to her and she looked at us and smiled, "You two look very handsome indeed."

"We tend to please." My father said with a smile and Celestia looked at me, "And how are you doing Manny?"

"I am doing alright." I said and Venom spoke through me, "_Now… we have to make sure stupid Blueblood doesn't try anything._"

Celestia nodded and looked to the staircase to her left and heard the door open and she smiled at my dad, "Well I hope you show my sister a good time."

My dad nodded and smiled, "She won't be disappointed and neither will you."

From the steps of the second floor came Princess Luna wearing a heavenly white dress with light blue shoes, I have to admit she looked very pretty but when I looked at my Dad… he had an awestruck expression and Hybrid was speechless too.

I smirked and so did Celestia as she watched her sister come down the stairs and the rest of the guests looked at her fearfully but I gave them an angry glare which shut them up immediately. Princess Luna came and walked elegantly to my dad who walked to her and bowed, "You look beautiful Princess Luna."

The alicorn blushed heavily and replied, "You look handsome." My dad smiled and took her hoof which she gladly gave and they walked outside while I called out, "Good luck Dad!" He gave me a smile and nodded.

I looked at Celestia who was looking at somepony who just entered the ballroom and I turned around and saw Twilight looking at me with tears in her eyes, "Hey Twilight, how you've be-"

She cut me off by giving me a hug and she sobbed and looked at me, "You made us worried when you left! We thought you weren't coming back!"

I smiled, "Well I can't hold grudges against my friends, especially after what my dad said." Twilight widened her eyes, "You found your dad?!"

I nodded and she asked, "What about your mother?" I had a sad look and she gasped, "I'm… I'm sorry."

I shook my head, "It's not your fault, don't worry her last words to my dad was for him to move on."

Twilight nodded and spoke, "You should see the rest of the girls, they were worried about you." I nodded and walked out of the castle and into the garden where I found all the animals again and they looked at me as I approached them.

"Hmm, Fluttershy should be here." I said to myself and suddenly something latched onto me and began sobbing, I looked and saw a familiar buttercream pegasus with a pink mane and she looked at me with tears in her eyes and crying uncontrollably.

"I-I missed y-you!" She cried and I had tears in my eyes as I hugged her back and rubbed her back, "I missed you too sis."

Fluttershy got off of me and looked at the animals and back at me which I gestured to, "Go ahead don't let me spoil your fun." She gave me one last hug before going after the animals.

"_Two down, four to go._" Venom counted and I nodded as I walked around until I saw an apple cart parked up comfortably and a familiar earth-pony was behind it looking sad and bored.

"Hey Applejack." I greeted her and she replied boringly, "Hi Manny." I waited for common sense to kick in and she shook her head and widened her eyes and leapt over the cart and gave a hug and she had tears in her eyes as well, "I missed you partner!"

"I missed you too." I said and we released the embrace and she looked at me, "I'm sorry for what happened." I smiled, "I already forgive you, where can I find the others?"

Applejack told me where they were and bought an apple pie to show my appreciation which Venom happily chomped on until we came to a room in the castle where the music was being played and saw Pinkie Pie and Rainbow Dash.

Pinkie Pie looked depressed as ever and deflated as well while Rainbow Dash was talking to somepony in a racing outfit… The Wonderbolts maybe?

I walked to Pinkie Pie which caught her attention and she jumped up and the color returned to her mane and her fur hugged me.

"YOU'RE BACK!" She yelled so loud that everypony looked at us but then decided we're not worth it, Rainbow Dash looked at us and gasped as she flew over and gave me a hug as well, I hugged both of them.

"I'm gonna kill you for disappearing like that!" Rainbow sobbed and that was a new one, "Are you crying Rainbow Dash?" I asked and she released me and wiped her tears, "NO!"

Pinkie had a huge smile on her face, "I'm gonna throw a big party for you two when we get back!"

"_We look forward to it._" Venom spoke through me and they both smiled and Rainbow Dash spoke, "You two talked to Rarity? She was a mess when you two left and she blamed herself for everything."

I had a worried look on my face and then I remembered why she came here in the first place, to see that disgrace of a prince.

"I'm gonna go find her." I said and ran out hoping to find her and I saw Applejack moving her stand in frustration. I ran back into the ballroom and saw Twilight shaking hooves with ponies next to her teacher and it looked like she wasn't having a good time at all.

I groaned in frustration and looked around in every direction until Venom said in my mind, "_There she goes!_" I looked to my left and saw Rarity and Blueblood nudging each other to open the door until Rarity had to open the door herself and the Prince walked through with a smirk on his face and the door closed itself and slammed into Rarity.

Anger surged through me as I followed them and they went to the ballroom, as they walked by the garden I heard a sound to my left and heard Fluttershy's voice but it sounded demonic.

"_That's weird, she doesn't act that way._" Venom said in confusion and I ran into the garden and saw Fluttershy standing before a net and her dress messed and so was her mane, "I WILL GET MY PRETTIES HAHAHAHA!" she yelled maniacally before she lost her balance and fell into the net which enveloped her.

I approached her and looked at her, "Well that's something you don't see everyday." Fluttershy looked at me, "Can you… help me out?"

I took the net down and she went back to do her thing, I went back to follow the two and saw they went into the ballroom.

I walked back into the ballroom and saw pure chaos, Pinkie Pie was singing the hokey pokey hoping somepony would join in but nopony wasn't, Rainbow Dash was lifting a statue when suddenly she was tilting to one side and then another and the statue broke as it hit the floor and a piece of it flew to Applejack's cart who just entered and it had a massive cake on it.

"_That looks good._" Venom said hungrily and the piece of the statue hit the cart and pitched the cake in the air… right where Blueblood and Rarity were. Blueblood put Rarity in front as a shield to block the cake from hitting him and I had enough of this crap.

I ran at unbelievable speeds and stood right in front of Rarity and took the massive cake to the face, it drenched all over me including the suit too.

"Manny?" Rarity said in shock but I turned and Venom enveloped me and we both glared at the prince, "**You dare treat a beautiful lady like a mouse under a cat's paw!"**

Prince Blueblood was shaking under our gaze and tried to run but Venom shot a tendril and held him down and Venom's tongue slithered out, "**If you come near her again, you won't live to see the sunrise, we will hunt you down and make sure every last part of you is devoured so that there is nothing for anypony to bury in the ground when the time comes. Do you understand you pathetic mortal?!" **We roared in his face and threw him to the ground as he ran off.

Everypony looked at us in shock and Venom retreated back into me and I panted angrily until I realised everypony was staring at me, I gave them a glare and they continued what they were doing. I looked at Rarity who was approaching me and she hugged me with tears in her eyes and I hugged her back.

Before she could say anything however, the doors of the ballroom opened and animals rushed in from every direction and standing behind them was Fluttershy and she looked angry… I never saw her like that before.

"_I knew she had it in her._" Venom obviously pleased with himself but I was just looking at her until she yelled, "You are going to LOVE ME!"

The animals started panicking and creating chaos, ponies of every kind were screaming, running or trying to get the animals off of them… this was not how I envisioned this party.

Somepony's whistle snapped me out of my thoughts and I looked to see it was Twilight who whistled, the girls stopped what they were doing and ran to her. I was about to do the same when I realised something… where was my dad?

I ran around the castle and saw nothing until I ran past a lake and saw them, my dad was comforting a crying Luna.

I steadily approached them and sat down next to Luna who was crying on my Dad's shoulder and I asked, "What happened?"

My dad looked at me with anger and I thought he was angry at me but he wasn't, "The ponies here insulted her and called her a monster, she broke down so I brought her here to calm her down."

Luna looked at me with teary eyes, "Everypony hates me for who I was, I try to change but it doesn't work! I am a monster and I always will be!"

My dad put his hoof on her shoulder but she shrugged it off and she got up and looked at him, "I'm sorry Ryan, but you don't deserve a monster like me." She began walking away but my dad stepped in front of her and what happened next surprised me and Venom… literally.

My dad kissed her on the lips, Luna was shocked by this but she surrendered to the kiss… both of them in pure bliss and the moon glowed brighter in the sky above us.

Dad looked at her and smiled, "I don't see you as a monster, I see you as a normal, beautiful mare who needs a friend in her life." Such words of honesty.

Luna was blushing heavily from the kiss and looked at him, "You are the first pony who accepted me for who I am, I see you as an honest stallion who understands me."

I smiled at the two of them and Venom commented on it, "_I can't believe he did it, way to go Ryan!_" I have to agree with Venom… this was the start of something.

Dad smiled and Luna kissed him on the cheek before looking at me and widened her eyes, "I...uh."

I shook my head with a smile, "No need to explain, I approve your relationship with my Dad." Luna smiled and gave me a hug before my dad asked, "How did it go for you?"

I sighed, "I got the girls to forgive me but," I shrugged, "I don't really know to be honest with you."

My dad gave me a hug, "Well, you have to keep trying and by the way, where did they go?"

I thought about it but Venom spoke through me, "_They went somewhere downstairs_." Luna nodded in understanding, "I know where that is."

We began walking and my dad and Luna began chatting, I decided to ask the million bit question, "Are you two dating now?"

Luna blushed and looked at my dad who had a blush on his face as well and looked at her and she replied, "Yes… yes it's official."

I smirked and Venom spoke through me, "_I can't wait to have you as my mom!_" Luna wobbled on her legs but my dad steadied her and she had a heavy blush on her face when Venom said that.

We walked for a couple more minutes until we came across a doughnut shop and inside were the girls, Spike and Princess Celestia.

We stepped inside and Spike was the first to notice us, "Manny!" He jumped up and gave me a hug which I returned, "Good to see you too bro."

I looked at my dad who smiled and Celestia smiled at the two, "How'd it go?" In response Luna kissed my dad on the cheek and nuzzled him, "It was lovely thanks to him."

My dad nodded and Rainbow Dash asked, "Who is that?" and I replied, "This is my Dad." Everypony except Celestia gasped and my dad waved, "Nice to see all of you."

After they introduced themselves and we explained what happened to Luna, Venom came out and asked my dad, "_How's Hybrid?_"

My dad had to hold a laugh which confused me and Twilight asked, "Who's Hybrid?" Venom growled, "_What did he do now?_"

Luna giggled, "Let's just say he drank three glasses of wine for his own stomach… and the amount of wine he drank… was massive."

When she said that, Hybrid emerged surprising the girls and he looked drunk, "_That's what Luna said to Ryan last night… HAHAHA!"_

I was the first to reply, "Are you drunk dude?" and Venom replied, "_Oh he's drunk alright._"

Luna blushed heavily at that and my dad blushed heavily as well while Hybrid just laughed like a maniac while Spike looked confused, "What do you mean 'That's what Luna said to Ryan?'"

Twilight was blushing when Spike asked the question and we looked at him, "_Are you serious?_"

Venom asked and he nodded.

Celestia was blushing at the joke and I laughed along with Applejack, Rainbow Dash and Rarity.

Venom smiled and shook his head, "_Hybrid gets drunk on wine and pancakes._" Everypony started laughing and having a good time.

"Well, it's best you head home… it's getting late." Celestia said after she finished laughing and we just nodded. The Princesses decided to teleport us home to make things easier and we looked at each other.

Luna approached my dad and kissed him on the cheek, "Thank you for the date, it's a shame we couldn't have a dance."

Suddenly in my mind, a memory surfaced of a waterfall and a beautiful lake and I was sitting there thinking and cooling off… that was my favorite spot to hang out in my spare time.

My dad must've had a memory surfaced too because his face brightened up, "Maybe we still can." Everypony except me gave him a confused look and Hybrid sprouted wings for my dad and he said to Luna, "Follow me!"

Luna smiled happily and flew after him while the rest of us remained on the ground and Celestia looked at us, "I'll make sure Luna comes home safely, the rest of you should catch some rest."

Twilight hugged her teacher and Celestia teleported back to Canterlot and the girls yawned except me.

We said goodnight to each other and Rarity looked at me, "Thank you Manny… for everything."

I smiled, "Sure no problem… um can I ask you something?" Rarity seemed surprised at the question but she smiled, "Yes."

"Do you want to… um… hang out for a little bit?" I asked nervously and her eyes brightened with happiness, "Of course darling!" She ran to her home and I walked behind nervously and entered the Carousel Boutique, she was digging through clothes to wear, she took off her gala dress, I already put my suit up.

"What to wear? What to wear?" Rarity asked herself frantically but I stepped in and replied, "You don't have to wear anything Rarity, you're beautiful just the way you are."

Rarity blushed heavily at the compliment and stuttered, "Oh… that's so… sweet of you." She said and came up to me and looked at me with those sparkling eyes, "So what do you wanna do?"

Venom gave me his wings and I hovered above her, "I wanna show you something." She was a little nervous but I gave her a reassuring smile, "Do you trust me?"

She smiled with confidence, "Yes." I gently wrapped my hooves around her and we flew into the sky, my memory of the location now more clearer than ever as we headed to our destination. I looked down at Rarity and saw how beautiful her white coat glowed in the moonlight, she laughed with joy and she caught me staring at her and I looked away.

Soon, the place came into view, the waterfall was there in all its glory and a massive lake was at the bottom of it, I placed Rarity on the shore and I landed beside her as she looked at the wonder, "It's beautiful!"

"Yes it is." I said with a smile then I sighed and Rarity noticed, "What's wrong?" and I asked her, "Did you really mean it… that you hate us?"

Rarity immediately hugged me which surprised me and Venom, "No, I was confused and stupid for saying that! I like both of you and I thought you weren't going to come back!"

I raised her face up gently with my hoof and she looked at me with teary eyes, "You are not stupid Rarity, you are the most beautiful and the most gorgeous mare in Equestria, we would never leave you."

Rarity's face was blooming intensely with the color red and she stared into my eyes and I stared into hers, our faces got closer and closer until… our lips met.

Her breath smelled like vanilla and honey which was remarkable, I don't know what my breath tastes like but I hope it's good, it must have been good because she made sure our lips were still touching.

We released the kiss and Rarity looked at me with love in her eyes while I said the four words I have been waiting to say forever, "I love you Rarity."

Rarity blushed and smiled, "I love you both." Venom was surprised as well, he wasn't expecting Rarity to love him too.

"_Really?_" Venom asked through me and Rarity kissed me on the lips again, "Really." she replied.

I looked at the lake and said to Rarity, "I'm sorry."

Rarity got a confused look on her face, "For what." I grabbed her and tossed her in the lake while she shrieked at how cold the water was and she looked to her left to see me right beside her in the water, "What was that for?"

"For fun." I replied and Rarity splashed some water towards me but I ducked under and came up behind her and held her in my hooves as she turned her head to face me and we kissed for goodness knows how long before we stopped to catch our breath.

Rarity snuggled against my coat and I held her protectively in my hooves as the water around us rippled calmly even though the waterfall was roaring behind us.

"I love you." Rarity said and I replied, "I love you too." We both cuddled for a little more until we went back to the shore and I dropped from exhaustion and so did Rarity. She cuddled next to me for warmth and Venom made a thick blanket to cover us as we laid on the solid rock and fell asleep, snuggling with the one we love.


End file.
